Magic in the Stars
by Australian Chaos
Summary: When a young pegasus gifted with astronomy attempts to make a career out of his ability, he draws the attention of several ponies, including one famous Princess of the Night. But when the young protege develops a crush on the mysterious Princess, could anything possibly come of a seemingly impossible match?
1. Chapter 1:  Potential

_**Author's Note:**To all my readers hopping over here from my various other stories, yes I know that this is my 3rd or 4th incomplete story I have going at the same time...my writing muse has been somewhat fickle with me lately, but I do hope to go back at some point and finish them all off._

_Anyway, if the posting of this story has not it obvious to anyone yet, I have indeed become a Brony within the last couple of months, and this fan fic is a result of that. As always, I hope you enjoy this latest tale!_

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><p><strong>Chapter 1<strong>

**Potential**

Canterlot: The capital city of the sprawling, majestic land of Equestria. The cliffside city was a miracle of engineering and magic, built on the side of an impossibly tall cliff face, it had a magnificent view of a vast expanse of Equestria, a symbol of the city's status as the seat of power in the land. It radiated a strange mix of both peace and power, the ultimate symbol of Equestria's reputation for maintaining peace and harmony under the leadership of Princess Celestia.

For one young pegasus stallion, though, Canterlot represented so much more today than just a status of Equestria's golden age. For him, this was a critical moment in his life, a chance to turn his rather run-down life around, and finally find some calm and certainty for himself.

He paused as he landed near the city's main gates, taking a moment to make sure the flight had not ruffled up his yellow coat or messed with his midnight-black mane, streaked with white. He normally did not care too much about how he presented himself, but he knew he had to make a good impression as his electric blue eyes roamed across his coat, flicking his wings a little before tucking them at his sides, nodding to himself before heading back to the road and trotting up it, satisfied he looked presentable.

As he passed the guards at the city gates and entered the city itself, he looked around, slightly awed by the sheer grandeur of the captial. He had been raised in a distant corner of Equestria, in a rather small town, and the sprawling metropolis left him feeling rather small and insignificant.

Snapping himself out of his trance, the pegasus shook his head to bring himself back to reality, glancing over his shoulder at his cutie mark, a silver shooting star with two swirling autumn leaves on either side of it. A sign of his life calling, which seemed to be a natural skill in astronomy, and also a mirror of his name: Starfall.

That cutie mark, and the special skill it represented, was the reason he was here. Apparently someone was looking for a new astronomer to help them with their work and studies in a new observatory being built somewhere in Equestria, and they were holding a test of sorts here in Canterlot to select this pony from all the applicants.

For Starfall, though, this was about more than chasing a hobby...this was a chance to finally find a steady job. He had struggled to find work so far in his life, only just managing to scrape together enough to get by so far, and knew this was his big chance. The pay this astronomer was offering for their new assistance and apprentice was not substantial, but for Starfall, was far more than anything he had previously been earning. He wouldn't get a life of luxury, but he would be secure in the knowledge that as long as he held that job, he could live comfortably.

But Starfall, despite all his natural ability to understand the significance and power of the stars and constellations, could not help but worry. He knew that quite a number of ponies were taking this test over the course of the week, and for his near-instinctive knowledge, his fear was that there was someone else out there that knew a lot more than he did, which he felt sure there was.

Despite his misgivings, he forced himself to stay positive as he made his way through the late afternoon crowd. He knew he could be rather pessimistic and cynical, thanks to the rather rough life he had endured. All he could do was hope his worst fears remained that way, never to be realised.

He had soon reached Canterlot's main public observatory, where the testing would be taking place, noticing that the sun was just starting to go down. Despite being early, he walked up to the Royal Guard near the door, who was watching him carefully. "Excuse me?" he asked, the guard turning his attention to him fully.

"Are you here for the Astronomy Apprentice Exam?" the guard asked, his voice blunt and direct. The Royal Guards never messed around, although Starfall did wonder why such a test would be guarded by such important security measures.

Starfall managed a small nod. "My name's Starfall. I believe my test was scheduled for this evening?" he said softly, nervous as the guard perused a schedule on some kind on the wall beside him.

Eventually, the guard nodded. "I've got a pegasus matching your name and description scheduled to take the exam in two hours time," he said simply, looking back at Starfall, who swallowed nervously. Authority figures had always left him feeling more than a little intimidated.

"If it's okay with you, sir, I'd like to wait here until my time," Starfall said softly. "I don't really have much else to do, anyway." The guard responded with a simple nod of his head, Starfall backing off a short distance, before sitting himself down nearby.

He spent the next two hours going over everything he knew from his time studying the stars, calling on all his astronomical knowledge, praying it would not let him down in this single time of need. Constellations, individual stars, even the planets, Starfall's one weak point in astronomy. He revised everything as much as he could...he did not want this chance to slip past him.

In the end, though, Starfall decided to pack up his books half-an-hour before the test was due to begin, and simply tried to relax and calm himself. It would do no good for him to be tense and a nervous wreck when he went in there. As the minutes ticketed away towards the test, the yellow pegasus was able to bring himself to a moderately calm level. He had studied hard for this, and had a passion for it, too. All he could now was apply all that passion and knowledge of the stars as best he could, and trust in his abilities. He did not have a shooting star cutie mark for nothing, after all.

Finally, though, his time came, and the door to Canterlot's observatory opened within a minute of a clock within Starfall's field of view turning over to his appointed time. An ageing unicorn stallion's head poked out the door, Starfall catching a glimpse of a pale, seemingly pure white coat, and a black mane that was obvious in the middle stages of going grey, silvery hairs clustered through as his wisened amber eyes found the young pegasus.

"Ah, you must be Starfall then, right?" he asked, Starfall noting the unicorn had a distinctly rough, but casual, almost friendly accent...he clearly was not from around this region of Equestria. Starfall, his nervousness returning fast, swallowed in an attempt to clear away the gathering tension, before nodding. "Beautiful! Come on in, then! I'm sure you've already sorted everything out with the guard?"

Starfall nodded again, getting to his hooves, before following after the unicorn. He paused at the door, glancing at the Royal Guard, who the pegasus could have sworn gave him a brief, encouraging smile. Before Starfall could confirm it, though, the Guard's expression turned serious again, nodding once to the young pegaus stallion, before turning his attention outward once more, returning to his duties with a professionalism the Royal Guard were known for.

Even if Starfall had seen things, the gesture did help keep his nervousness at bay. Taking a deep breath to steady himself further, the pegasus reminded himself of all his dreams that could be fulfilled through this test, and finally nudged the door open, entering the observatory behind the unicorn, ready to face the test that could possibly turn his whole life around.


	2. Chapter 2: The Cosmic Exam

**_Author's__ Notes:_**_ I'd like to thank everyone who has reviewed, favourited and alerted this story in the few days since it's been up! While I'm not the author to reply to reviews often, be rest assured that I do read all of them, and really appreciate them!_

_I know a reviewer or two had questions regarding Princess Luna's inclusion in the story...or lack thereof. Don't worry, i'm sure you'll get your answer really soon..._

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><p><strong>Chapter 2<strong>

**The Cosmic Exam**

As Starfall entered the observatory, he marvelled at the sheer size and intricacy of this place. Naturally, Canterlot would most likely be the place to hold Equestria's biggest and most advanced stargazing technology, but Starfall had not expect this much. A bookshelf was lined with books on astronomy and the cosmos in general, with a bunch of star charts and similar scrolls rolled up at the end of one shelf. Telescopes of all kinds, shapes and sizes were mounted over by a large viewing balcony, although space had been left for those who liked stargazing with the naked eye as well. Up on a second floor, Starfall could see an absolutely gigantic, high-tech telescope pointing up through the roof, clearly designed to make out even the faintest stars and other distant cosmic landmarks.

But what really stopped Starfall in his tracks were the two ponies in the room, clearly there to handle and oversee his testing. The unicorn from before was one, and Starfall guessed he was most likely the astronomer who was looking for his new apprentice. Now able to see his full body, Starfall could see the unicorn's flank was emblazoned with a cutie mark in the form of a cluster of gold stars, forming the Crux constellation, a cross-shaped pattern of stars not visible in Canterlot's skies, but viewable in the lands far to Equestria's south.

But the other figure, Starfall had to look at several times before he could convince himself he was really seeing her. This pony was taller than either himself, or the master astronomer, but maintained a slim physique that suggested she was naturally this big. Since she was a winged unicorn, commonly known as an alicorn, Starfall was actually pretty sure they were larger than the average pony. The alicorn's coat was a greyed-out shade of blue, actually resembling the nighttime sky to certain extent...a comparison that was only helped by her long, flowing mane and tail, which were coloured a deep blue, and seemed to be partially translucent, particularly toward the edges, and glittering with some form of magic. Her teal eyes, showing a certain edginess, as if she did not really want to be here, added to the night-time theme.

But what really sealed it was her cutie mark, and the simple accessories she was wearing. The alicorn's cutie mark was a dark, blackish-blue splotch across her flank, emblazoned with a white crescent moon. Resting against the alicorn's chest was a simple collar of sorts, the same colour as her cutie mark, and with the same crescent moon symbol. Topping it all off was a small, unassuming crown atop her head, just behind her horn, in the same dark colour as her collar.

Starfall was staggered. This test was being overseen by the Princess of the Night herself: Princess Luna. In the end, though, Starfall saw the logic of her presence. As the Princess of the Night, she would have knowledge of the stars that was second-to-none, almost certainly knowing more than even the master astronomer overseeing the exam. It also explained the presence of the Royal Guard outside, keeping any intruders out and constantly alert for any sign of trouble.

Fighting back a new bout of nervous...he was in the presence of royalty now, after all...Starfall moved forward, the master astronomer smiling at him. "Okay, Starfall, this is Princess Luna, as you're probably aware," he said, Starfall remembering his manners, offering the young Princess a slight bow, the alicorn nodding respectfully back, acknowledging his greeting. "She'll be overseeing the exam as a second judge, to make sure I'm judging all of you potential students properly. Before we begin, though, do you have any questions?"

Starfall paused for a moment, thinking about any questions relating to the exam he might have, before shaking his head. "No questions, sir," he finally answered.

The unicorn grinned. "Excellent! And please, just call me Astro. I'm not a fan of the whole 'sir' stuff." Starfall nodded in response to this. "Now, to start with, I'd like you to take a simple quiz..." Astro produced a scroll, levitating it in front of Starfall with his magic. Though Astro had labelled it a 'simple' quiz, Starfall immediately thought otherwise. It was obvious the scroll was long, with the quiz divided into several sections. This was clearly going to test his knowledge. Shaking off his doubts and nerves, he took the scroll from Astro's magical grip, heading over to a bench that had clearly been laid out for him.

For the next ninety minutes, Starfall's general knowledge of the stars and night sky was put to the test as he took the test, which ranged from the very fundamentals of astronomy to some of the most obscure pieces of knowledge. For all his near-instinctive abilities regarding the night sky, several questions still left Starfall stumped, though he answered everything as best he could, trying to ignore the fact that he had one of Equestria's ruling Princesses watching his progress over his shoulder.

By the time he was done, Starfall felt mentally drained, along with a few small cramps from sitting and writing for such an extended period of time. His nervousness over possible mistakes he might have made, along with the questions he had been unable to answer was threatening to consume him as, with his time limit up, he handed the scroll back to Astro, who nodded, before outlining the next part of the exam.

The next two hours after that saw Starfall spending his time at a telescope, identifying as many stars and planets as he could. Astro had provided him with an incomplete star chart, and given him two hours to complete it to the best of his ability. Starfall knew that Astro had not provided him with anywhere near enough time, and that the unicorn was testing how thorough his knowledge was, and how quickly he could recall and use it to complete this star chart as much as possible.

So Starfall simple hunkered down and got to work, and as Astro called out that he had five minutes remaining, Starfall chose to revise and check what he had done of his star chart to ensure it was accurate, rather than look for more to fill it with...he guessed, and laid his hopes on, the idea that Astro would probably value accuracy over raw completion level. Sure enough, his double-check paid off, Starfall finding several errors he was quick to correct, before Astro called that his time was up.

After that, Starfall was given the third and final part of the exam, which was essentially a mix of the previous two parts, only even more intricate and difficult, covering the most obscure and advanced aspects of astronomy. Surprisingly, Starfall found this last segment relatively easy in several places. After initially worrying he might be getting caught out by trick questions, Starfall double-checked, and after confirmed his answers seemed correct, guessed it must be just his ability shining through. While Starfall did have to study the stars extensively to learn things about them. Some of the more intricate things, namely related to the meaning and significance of certain stars and constellations, just seemed to come to the pegasus naturally by merely looking at the star or constellation in question.

Starfall did have a big moment of worry when he heard Princess Luna, who had been silent all night, actually gasp during one of her looks over his shoulder to check on his progress. He tried to figure out what had caught her attention so thoroughly, what answer had shocked her so immensely. In the end though, there was little he could do, without knowing the exact question Luna had focused on, and as such, kept on with the test, although a little more nervously now, particularly when he noticed Luna glancing at him with a stunned, suspicious and surprisingly, wary look.

In the end, Starfall managed to complete the final test with barely any time to spare, leaving him with no chance to go over his work and try and find what had surprised Luna like that, figuring he'd done something wrong. In the end, all he could do was nervously pass the last scroll over to Astro, and simply hope for the best.

Astro smiled as he took the scroll from him. "Thank you for your time, Starfall...and I hope to contact you very soon about your results, whether you make the cut or not. I just..." he paused for a moment as Princess Luna leaned over and whispered something in the astronomer's ear for a few moments, the unicorn looking surprised for a moment, before pressing on. "Sorry, Starfall. Anyway, as I was saying, if you could stay in Canterlot for a few days, that will make getting the results to you that much easier."

Starfall paused, looking at Astro curiously. He had not been told of any need to stay in Canterlot until the results were communicated, and he felt like this was something he should have known beforehand. "Excuse me if I sound a bit rude," he replied, "but shouldn't I have been advised of this before coming here?"

Astro chuckled. "Sorry, Starfall. There's no requirement for you to stay, of course, but it would make things a lot easier if you were to do so, I just thought I'd point it out." There seemed to be a slight strain to the unicorn's voice, as if there was a reason he was trying to convince Starfall to remain in Canterlot.

Feeling slightly nervous, Starfall replied as politely as he could. "Uhh...I'm sorry, sir – Astro," he quickly corrected, "but I'm afriad I didn't plan on staying in Canterlot after the exam, just an overnight spell and then I would return home to await your message on how I performed." What Starfall neglected to say, more out of personal pride than a real desire to keep secrets, was that he had barely scrounged up the money to afford even a single night's stay in Canterlot. He had almost had to cancel this meeting because he simply could not afford the journey, but at the last minute had saved up enough money to stay overnight in one of Canterlot's cheapest bed and breakfasts.

Astro glanced at Princess Luna, before sighing in mild disappointment. "I understand, Starfall. Just leave us your current details, and we'll send your results out as soon as we can, okay?" he compromised, Starfall nodding in agreement, quickly giving him some basic personal details so Astro could contact him when he needed.

With that out of the way, Starfall glanced at the clock, noticing it was after midnight, and decided it was time to leave. "Thank you for giving me this oppourtunity, Astro, and it was nice meeting you," he said, getting a smile from the unicorn, before turning to Princess Luna, having to bite back his nervousness. "I-it was an honour to meet you, as well, Your Majesty," he said, bowing once more.

"The same applies to thee, Starfall," the Princess replied, surprising Starfall in both her rather archaic language usage, and the fact that she had finally spoken for the first time.

With the formalities over, Starfall finally took his leave, gathering his things and leaving the observatory. At the doorway, though, he looked back over his shoulder, nervously noting that Astro was looking at Luna curiously, while the Princess herself was looking over one of the scrolls from the exam, a deep frown spread across her features.


	3. Chapter 3: Ignorance's Curse

**Chapter 3**

**Ignorance's Curse**

That night proved to be one of Starfall's most restless in living memory, and it had little to do with the rough, itchy bedding he had been provided with for the night. He couldn't get the image of Princess Luna frowning at his exam scroll out of his mind. What had the Princess, of all ponies, so troubled? Why would see care that he, and insignificant pegasus, had botched a few answers on an astronomy exam?

That question had troubled him all night, and was still on his mind even as he gathered his worn saddlebags, filled with his possessions he needed for his overnight stay, and checked out of the cheap bed and breakfast he had stayed at. He just could not make sense of Luna's behaviour, no matter how he looked at it.

In the end, he was forced to admit to himself that he would probably never know the reasons for his confusion, and that it would be just another mystery in his life he'd have to shrug off and move on from.

But even as he made his way back towards Canterlot's main gates, he could not help but worry about it. What if the situation was even more serious than he currently thought? For him to have gotten the attention of a Princess of Equestria like that was rarely a good sign.

Growling at himself, his shook his head in an attempt to clear his thoughts, and forced himself to focus on what he'd do when he got back home. He was trying to curb his pessimistic tendencies, and did not want to let this strange incident undo all the work he had done so far.

However, Starfall's attempt at optimism was rapidly cut short as he reached the gates, freezing as one of the Royal Guards at the entrance stopped him with a wing. "Halt! Sir, are you the pegasus named Starfall?" the guard asked, his serious tone instantly putting Starfall on edge. Why was the guard looking for him? Did it have anything to do with last night?

Knowing that lying would only cause even more trouble than he was already in, his looks and cutie mark making a pretty distinctive ID, anyway, he nodded shakily, not trusting himself to speak.

The guard frowned slightly, before nodding to two other guard, who proceeded to take over whatever mess Starfall had unintentionally gotten himself into. "Come with us, Starfall. And for your own sake, come quietly," they commanded harshly.

Their commanding attitude and subtle warning that they would take him by force if he tried to resist or escape left Starfall going from nervous to frightened, quivering slightly as the guards led him away, one in front, one behind. Their attitude only confirmed his fears; somehow, somewhere in Canterlot, he'd make some kind of mistake and broken some kind of law.

But as he was led back through the streets of Canterlot, with no idea where he was being taken, Starfall could not figure out what he had done wrong. He had arrived, gone straight to the Astronomy Apprentice Exam, and immediately after gone to his pre-booked room for the night, rested until the morning, then immediately made to leave and head home. He was not a social pony, and as such had not interacted with anyone outside the Exam. He had simply kept his head down and gone about his business without fuss. So what could he have done wrong? Was there some law specific to Canterlot he had overlooked, one he had inadvertently broken?

But as Starfall was led even deeper and higher into Canterlot, passing several, heavily-guarded checkpoints, he had to admit that, whatever it was that he had done, it must have been really bad. If his meagre knowledge about Canterlot was correct, then he was being brought to the private chambers of the Princesses themselves. And if Princess Celestia wanted to see him personally over this, then it must be _very_ bad.

But as the guards led Starfall through yet another heavily-guarded door, finally entering what appeared to be a luxurious lounge crossed with a meeting area, Starfall paused when he was not faced with Princess Celestia. Instead he saw her younger sister, the same Princess who had overseen his exam last night, staring out the window, her back to him and the guards. What would Princess Luna want with him?

A jab in the flank from one of the guard's wings prompted Starfall to keep moving, being led to the centre of the room, before the guards took a single step back. "Your Highness," one of them called in his usual, serious tone, although there was a note of deference to his words now, clearly a subordinate of the Princesses. "We brought the pegasus Starfall, as you requested."

For several seconds, the Princess was silent, making Starfall shift his hooves nervously, freezing when the small movement made the guards glare at him. Finally, the Princess of the Night answered, without turning around. "We thank thee for thy assistance. Thou may return to thy previous duties." her voice was level, and highly formal, her archaic word use still a little confusing and unsettling to Starfall.

The guards simply bowed in response and left, the thud of the ornate door shutting letting Starfall know he was in the private chambers of the Princesses, alone, with the Princess of the Night. Normally, Starfall would have been honoured beyond comprehension...but right now, he knew he was not here for any good reasons, and so just waited for Princess Luna to explain the situation to him.

For a long time, though, there was silence. Luna never moved from her vigil at the window, and Starfall was too frightened to say or do anything, worried about what was in store for him. As such, Starfall jumped in frightened surprise when Luna finally moved, the night-time Princess turning around to face him, her eyes scrutinising him closely for several moment, seeming to give a half-smile at what she saw...though the smile never reached her eyes.

"We must say, we are somewhat impressed, Starfall," the Princess finally spoke, Starfall looking up to tentatively meet her gaze, still lightly shaking. Her voice gave off no impression of ever being impressed. "For years, thou has left no clue behind as to the knowledge thou possessed. But for thee to then go and expose thy knowledge in front of the Princess of the Night? We can only wonder what made thee think thou could do such a thing without us knowing."

Starfall was baffled, a state that had nothing to do with Luna's strange speaking ways. He simply had no idea what she was talking about. What knowledge was she referring to? He was just a simple pegasus pony. But before he could say anything, the Princess continued on, seeming to get into her stride now that she had started.

"Surely thou knew escape would be impossible, yet thou did it anyway. Still, despite this baffling behaviour, the fact remains that thou, little pegasus, are in grave trouble." At those last words, she gazed hard at Starfall...a harsh, dark glare that gave Starfall images of her evil alter-ego and the symbol of Nightmare Night, Nightmare Moon, causing him to back off a couple of steps fearfully.

Somehow, through this, he managed to find his voice from somewhere deep within him. "I-I don't unders-stand," he stammered softly, unable to meet Princess Luna's eyes. "W-what have I d-done?"

The pegasus flinched back as the Princess of the Night started laughing at his question. It was a dark laugh, though, one that suggested her continuing displeasure...Starfall's attempt to sort out what he had done seemed to have made things worse. "You are a fool, Starfall. Feigning ignorance will not help thou in any way. We know thou possesses knowledge that thou should not have, and to have gained such knowledge, thou must have been aware of what thou were doing."

The Princess suddenly stepped forward, successfully intimidating Starfall, who backed off, trying to keep the clearly annoyed, and possibly angry Princess, at a distant. "What our sister and I want to know, foolish Starfall, is simple; how did thou come across this knowledge?"

Starfall didn't know what to do, what to say. Princess Luna was clearly convinced he had committed some horrible wrong by possessing knowledge he clearly should not...but Starfall had no idea what knowledge she was referring to. "Your H-Highness," he piped up shakily, trying to make her understand his confusion. "I-I don't understand...what knowledge is this?"

The Princess, for her part, sighed heavily, clearly growing impatient as she closed her eyes, clearly fighting the urge to do something rash. "Very well, Starfall. Thy continued attempts to feign ignorance leave us with little choice, foolish pegasus. Thy refusal to cooperate, and explain yourself, leaves me with little option."

Now Starfall was truly fearful. The Princess clearly had simply assumed he was guilty of possessing whatever information she though he held, and was not going to give him much chance. Whatever information she thought he possessed must be a serious royal secret for her to be this serious and angry. For Starfall though, he could do nothing but stand there in horrified terror, and wait for the Princess to decree his punishment.

But before Luna could declare what punishment she would place upon him, the door to the lounge burst open, causing both Luna and Starfall to whirl around, wondering who would interrupt at this time, and more to the point, who the guards would let through? The sight that greeted left Starfall wondering if his eyes had failed him.

But a shake of of his head and a few blinks later, the towering alicorn was still there in all her glory. The gleaming white coat, rippling mane in layered shades of cyan, turquoise, azure and purple, and sparkling magenta eyes showed a majestic figure on their own. But the ornate, golden collar and crown, along with the cutie mark of a blazing sun on her flank, identified her clearly. Starfall's impromptu criminal trial had just been joined by Princess Luna's older sister and co-ruler of Equestria...Princess Celestia.

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><p><em><strong>Author's Notes:<strong>__ I apologise for the delay of sorts, and for the cliffhanger ending, but it was the best place to end this chapter. Chapter 4 should hopefully make up for it by explaining a lot of what's going on._

_Princess Luna is proving a surprisingly difficult character to write, thanks to her...unique personality. I hope I'm doing a moderately good job of her, and I hope to get better as the fic continues._

_Once again, a huge thank you to all my reviewers. In direct answer to SilentPony's review, I must admit I don't read too much other MLP fan fiction, so don't know how other fics portray her. I'm just running with what I took away about her character in "Luna Eclipsed", and filling in the blanks as I go, which hopefully presents a more canon-accurate Luna. And it's sir, just so everyone knows, though I hate formalities :)_

_And don't worry, Angel of Eternity, I have no intention of letting this story fall into an unfinished, discontinued stated. I never intended ANY of my stories to turn out that way, and really hope this one can finally break the trend._

_And lastly, I'd like to wish a Merry Christmas and Happy New Year to all my readers and fellow Bronies! I'll see you all in 2012!_


	4. Chapter 4: Sisters and Secrets

**_Author's Notes:_**_ Welcome to 2012, my readers! I'm glad I was able to get this chapter out relatively quickly. I wouldn't advise getting too used to it, though, my writing muse can be really fickle at times._

_Once again, thank you for all the reviews. It's truly heartening to know you're all enjoying this story. A specific mention needs to go to MagicMatchsticks, who pointed out that I had thoroughly butchered Luna's use of Shakespearean English. I'm afraid that, despite reading two Shakespeare plays during my school years, the older style of English was like another language to me, and I have extreme difficulty learning languages beyond my native English._

_Thanks to that criticism though, I have worked on improving Luna's unique speech in this chapter. A huge credit must go to DiamondGirl400 for agreeing to beta this chapter. With her help, I believe Luna should have a much improved speech pattern for the chapter, more in line with what she was in the show._

_**Edit (6th January, 2012): **I had uploaded the wrong, unbetaed version of Chapter 4 previously, due to misidentifying the file that had been betaed, and the file that had not. This should now be the correct, revised version.  
><em>

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><p><strong>Chapter 4<strong>

**Sisters and Secrets**

For several moments, both Starfall and Princess Luna looked at Princess Celestia in stunned silence, the regal alicorn princess making her way into the room...the smaller pony by her side ignored in the suddenness of the event.

Finally, the Princess of the Night found her voice. "Sister? Thy visit is unexpected. Why hast thou come?"

Princess Celestia offered her little sister a small, kind smile, but her voice was all business. "My faithful student here witnessed your guards making an arrest...I was curious as to why I wasn't informed of a crime you were clearly aware of?" she explained, giving Starfall a quick glance, the young pegasus still rather terrified of what was about to happen to him.

Princess Luna seemed much calmer, though. "Thou wouldst have been informed, sister, just as soon as we had dealt with this pegasus. We discovered him to be in possession of one of our deepest secrets. Possession of such forbidden knowledge warrants immediate punishment, before he can spill the secret any further."

Starfall was honestly expecting Princess Celestia to agree with her little sister, and as such, was rather surprised when the wise ruler instead shook her head and sighed in what sounded like a distinctly long-suffering way. As though she was dealing with a problem she had been faced with several times before. "This, sister, is just another of the many reasons why I have asked you to start educating yourself in the modern ways. I understand that a thousand years ago, serious crimes against the royal family were treated this way," she added hurriedly, as Princess Luna opened her mouth, clearly about to protest. "But this isn't a thousand years ago, little sister. Times have changed more than you can possibly realise, and you need to catch up on the times before you make a grave error, like you almost did today."

Before Princess Luna could anything in response to what sounded like a gentle scolding to Starfall, her big sister turned to face the yellow pegasus fully for the first time. Despite his fear, Starfall couldn't help but be in awe of the majestic Princess of the Day. It was clear she was a strong, but kind and just ruler, Starfall now understanding with more clarity why pretty much all of Equestria saw her rule so great as to have never challenged it for thousands of years.

But Starfall still knew he was still in deep trouble, so was surprised when Celestia's voice was gentle and patient in it's tone. "Tell me your name, young pegasus, and could you also explain exactly what royal secret it is you know about?"

Starfall went to reply, but Princess Luna interrupted before he could get a word out. "'Tis no use, sister. He will not reveal his sources...we already tried."

Princess Celestia gave her sister a look. "I would like to hear what the young stallion has to say on the matter, sister," she replied patiently, before turning back to Starfall. "Go on,"

Celestia's patient, almost kind line of question helped Starfall find his voice again. "I...my name's Starfall, Your Majesty," he replied, his voice still somewhat shaky, but he managed to keep himself from stammering. "And I honestly don't know what secret it is I'm supposed to have found out about," he added nervously, realising he was going in circles. He flinched when he saw Princess Luna snort impatiently.

Celestia, however, seemed puzzled by his answer, frowning at him, before the sound of somepony clearing their throat drew Starfall's attention to the pony beside her for the first time. The pony was a young unicorn, around Starfall's age, if not slightly younger. Her lavender coat, along with her dark indigo tail and mane, streaked with purple and pink, reminded Starfall of an early evening sky, right as the first stars were showing themselves. Her violet eyes only seemed to complete the thematic colour scheme, as did her cutie mark; a magenta, six-point star surrounded by five smaller white stars of identical design.

Seeing all attention was on her, the unicorn seemed to retreat into herself slightly, apparantly a little shy, before speaking up. "Uhh, Princess? Is it possible that Starfall came upon the knowledge you're accusing him of holding without him even realising it? I know I'm not the best judge of character, but he does seem genuinely confused to me."

Princess Celestia seemed to think about this for a moment, before turning to Princess Luna. "My student does raise a valid point, sister. Exactly what secret is Starfall supposed to have revealed knowledge about?" she asked.

Princess Luna gave Starfall a hard look, and even gave the other pony, apparantly Celestia's 'student', a wary look too. One her sister appeared to notice. "Twilight Sparkle is an advanced student of mine, Luna. If she doesn't already know the secret, she can be trusted with it."

The Princess of the Night still looked wary, though, and seemed to decide it wasn't worth risking, despite Princess Celestia's assertions that the pony beside her could be trusted. Her horn flared to life as she strode up to her big sister, a scroll floating along beside her. She did not speak, merely making the paper hover in front of Princess Celestia as she pointed out a particular passage on the scroll.

The elder sister seemed to study the scroll in curious puzzlement for a few seconds, Starfall waiting nervously for any kind of reaction. Then he saw the co-ruler of Equestria gasp softly, her eyes widening, making the pegasus cringe. For Celestia to react like that meant he was in trouble...there was no escaping it now.

Finally, after what felt like an eternity to the young pegasus, Celestia looked at him, speaking once more. "Starfall..." her tone, while still gentle, was now deadly serious, about as angry as anypony had ever seen her. Even Twilight Sparkle seemed to cringe slightly. "I need a perfectly honest answer to this: Where did you get the knowledge to answer this question?" she asked, turning the scroll around so Starfall could see it.

Starfall was only mildly surprised to find the scroll was one of the pages from his Astronomy Exam last night...what did surprise him was the particular part Princess Celestia was pointing out.

_Q15: What significance lies behind the organisation of the stars into constellations?_

_A: The constellations are a way of organising stars into familiar shapes and patterns, such as a dragon or crown. This can help us identify collections of stars quickly and easily, and paint a clearer map of the skies. Some constellations also hold cultural significance, having stories and legends that accompany them. Furthermore, all stars carry magical potential, but whole constellations seem to provide more power than the combined power of the individual stars that make them up, especially if the magic being used relates to the symbol or meaning of the constellation in question._

Starfall was still left puzzled. The sound of Princess Luna clearing her throat reminded him that Princess Celestia wanted to know who or what had supplied the information that gave him that answer. "I just...know," he answered, not really sure how to explain it. "No-one told me, and no book taught me. From the first time I looked at the stars, I've always known they contain some deep, ancient, and powerful magic."

As he finished speaking, though, Starfall's mind finally put all the pieces together. The reason he had never been taught about this knowledge from a book was because, no matter how hard he had looked, no astronomy book had ever mentioned the stars containing a magical power far beyond the potential of most unicorns. And no fellow astronomy hobbyist had ever mentioned it, either. Starfall finally came to the heart-wrenching conclusion that his instinctive ability had caused him to accidentally discover what appeared to be one of the Royal Family's most closely-guarded secrets. He was going to be jailed, or executed, because his abilities were simply too good.

Princess Luna, however, snorted in disbelief. "Nopony has such a sensitivity to magic, especially a pegasus with no magical talent of their own. Thou art full of lies, Starfall."

Starfall cringed at her aggressive dismissal of his assertions, his hope fading as Princess Celestia's face seemed to agree with Luna's words, even if she may have been a little kinder in expressing her opinion.

It was Princess Celestia's student, Twilight Sparkle, that came to his rescue once again. "Actually, I think Starfall may be telling the truth," she said warily, pausing nervously as three sets of eyes turned to her, before continuing. "I mean, during my studies in Canterlot, I must have read just about every book in the Canterlot Library. And I'm positive I've read all the books in Ponyville's library, too. Not once do I recall ever seeing a reference to magic hiding in the stars, and I read some obscure and detailed books on astronomy, too." The purple unicorn proceeded to grab the astronomy test with her magic, looking over his exam with a note of curiosity. "I'm no examiner, but from my own knowledge in astronomy, Starfall appears to be incredibly gifted in the profession," she commented, giving Starfall a flare of pride even in the hopeless situation. "Maybe he's being honest, maybe he can just instinctively 'see' the magic in the stars?"

Princess Luna still seemed disbelieving, but Princess Celestia seemed to be listening hard to her student, thinking about it. For the first time since he had been dragged into this room, Starfall felt a spark of hope reignite inside him, that maybe this wasn't the end of his life outside a cell in Canterlot Prison.

Princess Luna surprised Starfall, however, by being the one to speak up first in response to Twilight Sparkle's suggestions. "Very well, then. If Starfall can indeed read the power of the stars by pure instinct, then we shall test these instincts of his!" she declared, leaving Starfall's hope to replace by pained nervousness...he was going to be tested again, this time, in a test that would decided whether he would continue to live as a free pony or not.


	5. Chapter 5: Lunar Fate

**_Author's Notes:_**_ I must sincerely apologise for the extreme delay in getting this chapter finished for you to read. My inspiration has a habit of running off an me, leaving both me and my readers high and dry. I think I have found the source of the problem, and hope I can post a bit more regularly from now on. But I won't promise anything, as I just don't know._

****_Once again, a huge thanks to DiamondGirl400 for betaing this chapter...and for pestering me incessantly about getting this chapter finished. Without her, you would probably still be waiting for this to come out, instead of reading it now._

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><p><strong>Chapter 5<strong>

**Lunar Fate**

Since Princess Luna's impromptu test would have to wait until nightfall, when the stars became visible, Starfall ended up spending the rest of the day in the company of the two Princesses, and the young unicorn, Twilight Sparkle. The purple pony actually roped him into engaging in a brief conversation with her, during which time he learned that she was studying advanced magic under the personal guidance of Princess Celestia, and that she lived in a small, out of the way town called Ponyville.

Starfall, for his part, relayed what little he cared to share about his past, growing up in a small cloud town far from Canterlot, striking a meagre living on his own once he had come of age, before coming here, hoping to get a hoof into the astronomy profession, a passion of his. It was the first time Starfall had engaged in prolonged conversation with anypony for a number of years, and he found Twilight fairly nice.

But soon enough, the time came for the Princesses to lower the sun, and raise the moon, meaning Starfall's moment of truth had come. Without any further fanfare or delay, Princess Luna made her way towards one of the windows in the room, that allowed a brilliant view of a large expanse of Equestria...and an impressive view of the night sky above. "Come, Starfall! Let us see these abilities thou claims to possess!" she called, a hint of a challenge in her voice. She was clearly still highly sceptical of Starfall's claim he could just 'see' the power and magic in the stars by instinct, and thought Starfall would back down.

Starfall did hesitate, clearly nervous. He glanced at Princess Celestia and Twilight Sparkle, seeing neither encouragement nor disbelief there...Celestia was clearly reserving judgement, while Twilight seemed to be just trying to stay out of the incident. Taking a deep breath, the young pegasus stallion nervously followed after Princess Luna, silently praying his instincts gave him the knowledge he needed...his freedom and continued existence within Equestrian society would most likely depend on it.

He came up to the Princess, who gestured for him to come up to the window ledge, where he would have the best view of the sky. Starfall did so, looking up, immediately noting from the constellations he recognised that the window faced out west, back towards his home. He felt his confidence grow a little as his instincts quickly recognised several constellations, allowing him a moment to clear his mind, and prepare himself, just before Princess Luna got started on his impromptu test.

"Very well, Starfall, let us begin. Tell us, what is that constellation over there, near the horizon?" she asked, pointing with her hoof so Starfall could identify it. "And what is the nature of it's hidden power?"

Starfall quickly followed Luna's hoof, and answered almost immediately. "That is the Fuga constellation. It takes the shape of a pegasus wing, and as such is considered their collective star sign. As you might expect, it's power is strongest when assisting in flight-based magic."

Princess Luna gave him a hard look, though Starfall could have sworn she had briefly looked rather impressed. She soon adopted her hard, determined look, and turned back to the skies, pointing out another constellation. "And what is that constellation, there? And it's hidden power?" she asked, Starfall moving to identify it as quickly as possible.

This question and answer routine continued well into the night, Princess Luna seeming determined to find a way to trip him up, but even though Starfall was unable to name a couple of constellations, he was still able to identify the nature of their hidden power. Starfall was growing sure the Princess had pointed out almost every constellation in the night sky, and was wondering when she would stop, though part of him realised she probably would not stop until he failed to identify the power in a constellation.

Finally, as Princess Luna searched for yet another constellation to use, did her older sister finally step in. "I think that's quite enough, my sister," Princess Celestia said, her tone gentle, but with that hint of authority to it that said she didn't want any arguing over it. "Starfall's more than proved his ability to you, don't you think?"

Princess Luna looked back at her elder sister for a few moments, her gaze clearly showing her intention to argue the matter further, before the look on Celestia's face seemed to make her change her mind. "Very well, sister," she finally replied. "Starfall has indeed exceeded all expectations we sought of him," she added, almost reluctantly. To the yellow pegasus in question, it was clear that Princess Luna still did not trust him, even if her words helped reignite his hope.

The night Princess' follow-up to those words, however, crushed his hope once more. "But this does not change matters...he still has knowledge of a royal secret, and nothing any pony can do will change that."

Celestia frowned for a moment, before nodding slowly. "I guess that is true, sister. But also remember that knowing this secret came about through no conscious choice of his." The Princess then turned to Starfall. "Starfall, have you ever mentioned this knowledge, even in passing, to anypony at all?"

Starfall was quick to answer. "No, Your Highness. I had assumed it was general knowledge, and so never saw reason to mention it to anypony who was interested in astronomy. And there was no point mentioning such details to anypony who had no interest in the subject at all," he added, being as honest as possible. He knew any attempt to lie to the Princesses would come back to haunt him terribly if he even tried, and so decided not to even risk it.

Princess Luna still seemed highly troubled, though. "All this work to determine Starfall's integrity is not helping us. He knows things he shouldn't...if he truly is innocent of any true wrongdoing, then what can we do about this?"

Even Princess Celestia seemed momentarily stumped by the question, making Starfall shuffle nervously as he waited to learn what they were going to do with him. For several agonisingly long moments, there was a tense silence as the Princesses seemed to brainstorm what to do with him.

Finally, Princess Celestia turned to Twilight Sparkle, apparently intent on asking for her opinion. But even as her mouth opened, she stopped, the look in her eyes clearly showing that an idea had come to mind. A soft smile graced her features as she turned back to her older sister. "I think I might have a solution to this dilemma that might also fix another problem I have struggled to solve recently."

Luna looked at her older sister, surprise and curiosity evident. "And pray tell, what is this solution thou hast come to?" she asked after a moment of silence, Starfall also looking over at the elder Princess in curious hope.

Celestia gave another smile, before answering Princess Luna's question with one of her own. "What happened the last time I came across a young pony with exceptional, almost forbidden talents that needed to be controlled and focused? Does any pony in here remember what happened to that pony?" she asked, a hint of amusement in her tone.

Starfall only gave everypony in the room a confused look, having no idea what Princess Celestia was on about. Princess Luna seemed to be just as confused at her sister's question. Before anypony could voice their confusion, though, Twilight Sparkle seemed to figure it out. "Princess? Are you really suggesting that he...?" she trailed off, clearly stunned by her mentor's insinuation, as Princess Celestia smiled at her.

"My sister, I am fairly certain you are not going to like this suggestion, but hear me out before you raise your protests," she asked, getting an odd look from Princess Luna, even as the younger sister nodded. "Starfall is clearly in possession of a great secret, but since this exposure has been caused by fate, and his special talent, I see no reason why he should be punished, especially since he has told nopony of this secret, thankfully."

Starfall's spirits soared at that statement. He could scarcely believe it, Princess Celestia was not going to have him punished, he could go home again! His internal, silent celebration had to pause, however...it seemed Princess Celestia was not finished just yet.

"However, he has also shown that he knows this secret because of a great gift he possesses. I have never seen a pony with such a natural grasp of astronomy before. But your knowledge and skills are still limited, which is why I believe your talents should be expanded and cultivated." At this point, Princess Celestia turned to Princess Luna. "Princess Luna, when I saw how gifted Twilight Sparkle was in magic, I took her under my wing so I could see that talent come to life. I am asking you, sister, to do the same with Starfall."


	6. Chapter 6: Mentor and Student

**_Author's__ Notes:_** _Well, compared to last time, this wait probably seems positively short! I'm glad I found time to get this chapter done relatively quickly._

_Also, I remember someone mentioned in a review from Aurellus Maximus, back in Chapter 4, that they were curious as to why Caramel was tagged, which he no longer is. Back when I first made the character tags, "Caramel" was actually listed as "unknown". Figuring that was a broad term that could be used for either unnamed background ponies or OCs, I applied it to Starfall. So thank you, Maximus, for bringing that to my attention. Princess Luna is now the only tagged character, until they made a dedicated OC tag._

_Thank you once again to everyone for all the reviews, and as always thank you to my beta DiamondGirl400 for looking over this chapter! Now, on with the story!_

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><p><strong>Chapter 6<strong>

**Mentor and Student**

Both Starfall and Princess Luna seemed as shocked as each other by Princess Celestia's request. She wanted her younger sister to to tutor Starfall in advanced astronomy, just after she had accused him of betraying the Royal Family?

Princess Luna, after a long silence, was the first to get over the shock of her sister's request. "Surely thou jest, Sister?" she asked, sounding disbelieving, possibly thinking this was all some kind of joke. "We just discovered him to be in possession of knowledge he should not have. Even if it was by no fault of his, surely thou jest when thou say such things?"

But Princess Celestia shook her head. "I am being completely serious, dear Sister. When Twilight first displayed her magical potential, it was during an entrance exam into my school that had been set up to assist gifted unicorns in fully realising their talents. As it turns out, she not only hatched a baby dragon egg, as her exam requested, she also made the dragon grow to fifty times its own size, levitated all the examiners, and turned her watching parents into potted plants. It was astounding magic, especially considering she was a young filly at the time, and was performing all those impressive feats at once, but she was performing all that magic only after losing control of it. She needed to refine and control her abilities, and since she showed potential far beyond what even my school had seen before, I took her in as my personal student...a decision I am happy to say I have yet to regret."

Twilight Sparkle ducked her head, an embarrassed blush appearing on her cheeks, though Starfall did note she was still smiling. Obviously she felt greatly honoured by the high praise she was receiving from no less than Princess Celestia herself.

But the Princess was not quite done. "Starfall is in a similar position, sister. He has shown himself to possess a remarkable gift for understanding and reading the stars, almost on instinct. But from what I saw of those test results, his knowledge is still very raw and unrefined. With a mentor to teach and guide him on the subtleties and intricacies of the stars, he could become a master of astronomy. And you, Luna, as Princess of the Night, know more about the stars than anypony in Equestria. As such, you are the best pony to teach him everything he will need to know to become a master of his special talent. This can also be a chance to help him understand why the secret he possesses knowledge of is something that should never be shared, under any circumstances."

Princess Luna seemed to have been given a lot to think over with her elder sister's speech, as she looked down, a thoughtful expression on her face as a hoof rubbed her chin. "Thou hast presented some valid points, Sister," she finally said, her words slow and drawn out, as if still thinking about it.

Princess Celestia smiled, adding on one final point. "Don't forget, my Sister, that Starfall can help you, too," she added, drawing a confused look from Princess Luna, and a disbelieving one from Starfall himself.

"Me?" he questioned softly. "How can I possibly help?" he asked, glancing at both Princesses briefly, noting that Celestia was smiling softly, clearly thinking he had missed the point, while Luna's face expressed that she was agreeing with him rather wholeheartedly. Twilight wasn't taking sides, it seemed, but was just as confused as Starfall.

Princess Celestia paused a moment, before finally speaking, though she directed her words at her Sister. "Sister, while I understand that you have endeavoured to catch up on a thousand years of history and culture you have missed out on, it has become more and more obvious to me that you need outside help. You need a pony who knows modern Equestria inside and out. I've tried my best to help you, but I'm too familiar with the older times to be truly helpful. Starfall here was born and raised in this day and age, and if you agree to tutor him, will be in the best position to help you."

Princess Luna seemed rather surprised by Celestia's suggestion, her expression also telling Starfall having him teach her about the modern world was probably a nasty blow to her pride. He grimaced slightly, worried that Luna may react poorly to her Sister's suggestion.

Princess Celestia also seemed to realise this. "I know it defies your sense of pride and tradition, Sister. But that is why you need somepony like Starfall to assist you in such a way. The world has changed, Luna, things are different, now. I can say with complete honesty that, in the years I have taught Twilight Sparkle, she has amazed me by teaching me some very important things herself...even if she was not aware of it at the time." The Princess of the Sun gave Twilight another warm smile, the purple unicorn blushing and ducking her head once more. If this kept up, Starfall may have to start worrying about Twilight's cheeks setting on fire.

"I know it's not the most ideal arrangement, my Sister," Princess Celestia continued. "But please, at least give it a try. You would be amazed at what the common pony can teach you, if you just take a moment to listen."

Princess Luna looked at the floor, apparently taking a few moments to think over her big sister's offer. Starfall could tell she still was not entirely happy about it, though, and was only considering because of the logic Princess Celestia had argued with.

Finally, the Princess of the Night gave a long-suffering sigh. "Very well, Sister. We shall take Starfall under our wing, and teach him how to read the stars like a master of the art. And..." here she hesitated, obviously still conflicted. "...and we suppose we could let thou attempt to teach us the ways of this new world," she added, talking to Starfall directly. "We would have preferred a more, traditional method, though, Sister," she added to Princess Celestia, sounding almost accusing.

Princess Celestia nodded. "I understand, Sister, but sometimes, the more unusual methods are in fact the most effective. And thank you for agreeing to this, Luna. I'm sure neither of us will come to regret this decision."

Starfall was floored, having to remember to keep his mouth shut so his jaw wouldn't hit the floor. Princess Celestia thought he had the potential to be a master astronomer, and had convinced none other than Princess Luna herself to teach him, just minutes after the Princess of the Night had tried to have him jailed, or worse, for having knowledge of a deep royal secret. This day just could not get any stranger. "Uhh...thank you, Your Hignesses...both of you. This is an incredible honour you've given me, and I will do my best to earn it," he said, his gratitude and awe there for all in the room to see.

Princess Celestia nodded softly. "You are very welcome, Starfall. I'm sure you will make us, and Equestria, proud. Now, if you or my sister have no objections, I see no reason why you can't start your lessons tomorrow evening, right here in the Royal Study. I will inform the guards of your new status, Starfall, and they will allow you entrance here for your lessons, and even during the day, should you need to see either of us for any reason."

Starfall nodded softly, before speaking up. "I have no objections, Your Highness, tomorrow evening sounds fine." Princess Luna did not speak up, but nodded when her Sister turned to her, showing her lack of objection.

"Then it is settled," Princess Celestia said happily. "Meet my Sister here tomorrow at sundown. She can arrange everything from that point onward. Now, it is late, and I'm you're tired, as I'm sure you are, Twilight," she added, letting Twilight know she had not been forgotten. "Now, Starfall, do you have a place to stay here in Canterlot?"

Here, Starfall paused. "I, uhh..." he stalled, realising he did not have anywhere to stay. He had only booked accommodation for last night, and did not have the money to afford any further accommodation.

Before he could either explain his situation – something he would rather not do – or come up with some excuse, Twilight stepped forward. "He could stay in my old tower here in Canterlot, where I stayed before I moved to Ponyville?" she offered, before turning to Starfall. "I'm only staying here until tomorrow, then I'm going back to Ponyville, so from tomorrow, you would have the place to yourself," she explained, Starfall picking up on the problem she was not directly referencing...he would likely be sleeping on a couch or something tonight, as he doubted Twilight's tower was designed with more than one pony in mind.

For a moment, Starfall debated with himself, not really wanting to accept charity. In the end, though, he was forced to admit to himself that this was the only way he would avoid sleeping on Canterlot's streets if we wanted to stay and take on this tutoring Princess Luna had been convinced to offer him. "I...that sounds good to me," he finally replied. "Thank you, Twilight. You didn't have to."

Princess Celestia smiled, adding her own voice to the conversation. "That was very generous of you, Twilight. It is nice to see you have been taking your studies very seriously." Twilight blushed for a third time, but nodded. "Now, you two are free to leave, then. Safe travels back to Ponyville tomorrow, Twilight, and say hello to all your friends for me. And Starfall, I probably will not see you for some time, so good luck, and remember, you have been given a great opportunity, here. Listen to my Sister, and don't waste it."

"Starfall nodded, both himself and Twilight offering the Princesses one last bow. "I'll work hard, Your Highness. And thank you for giving me this chance," he said once more, before turning and leaving, heading back out into the hallways of Canterlot's public area, his mind now finally comprehending just what had happened, now that he was out of the presence of the two most powerful figures in Equestria. He was going to study advanced, professional astronomy from the master of the stars, the Princess of the Night herself!

One thing Starfall shock-addled mind was very certain of, though, was that, from this day on, his life would never, ever, be the same. He just had no clue just how much his life would change in the near future.


	7. Chapter 7: Twilight Tower

**_Author's Notes: _**_Well, let me just say, I have successfully amazed myself in getting this latest chapter out so quickly. My inspiration seemed to have come back, and is bigger and stronger than ever! I don't know how long it will last, though, so don't get too excited just yet._

_Now, despite the fast update, I have already received reviews that I probably should answer. To 'eric peterson', and his note that Luna is being a bit of a jerk to Starfall. Yes, she is being a bit mean, but that's what I took of her character in the show. Not so much that she's deliberately mean, but that she has a short temper, meaning she is easily angered, and is very quick to judge a pony. Remember that her first impressions of Starfall were not exactly good ones, and her pride isn't letting her admit just yet that she was wrong about him, so she still treats him like a criminal to some extent._

****_To both 'bearie' and 'Ponypony', both of whom are looking for the Starfall/Luna romance the tags have suggested...I am not a fan of "love at first sight" romances...they're way too cheesy, especially when you involve a character like Princess Luna. This romance is going to develop slowly, and will have plenty of hurdles along the way. There's no guarantee it will even end in a 'happy ever after' ending. Just sit back and be patient, the story will delve into Starfall and Luna's relationship as they interact soon enough, I promise!_

_Finally, there was 'bringonthespam', who I must thank for one of the more detailed reviews I have had so far! I hope this chapter gives you a little more insight into Starfall's past, though parts of his backstory will not be revealed until later. I'm glad you think this is a great fan fiction for the K+ rating...but as a word of warning, it may get pushed up into the T category later in the story, depending on certain things I am yet to decide on._

_Anyways, enough of that, and on with the story! This chapter is long, and while it is mostly filler, I've left a few cameos from some familiar faces...not exactly subtle cameos, but I'm sure a few of you will enjoy them, nevertheless!_

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><p><strong>Chapter 7<strong>

**Twilight Tower**

"So, what's it like, knowing you're going to be studying under one of the Royal Sisters?" Twilight Sparkle's voice managed to make it's way into Starfall's brain, snapping him out of his trance the events of the last hour seemed to have put him in. He return to the real world seemed to amuse Twilight, as she giggled softly. "Welcome back, Starfall," she added teasingly.

Starfall gave the unicorn a half-hearted glare, before deciding to answer her. "I don't know, really..." he said slowly. "I mean, it all feels so surreal, like this is happening to somepony else, and I'm just watching through their eyes. Or perhaps that this is all just a big dream, and that I'll wake up soon."

Twilight nodded. "Yeah, I felt the same when Princess Celestia offered to teach me personally about magic. I was just a little filly at the time, and it happened to be the same day I found my cutie mark. I was in a daze for the rest of the day...and quite a bit of the next day, too," she added, sounding a little sheepish.

"I'm not surprised," Starfall responded sincerely. "That would have been a life-changing day by anypony's standards." He was briefly tempted to mention how life-changing this event was for him, considering he was going from a state of relative poverty and complete obscurity to being a student of Princess Luna. In the end, though, he kept his mouth shut...his old life was not something he really wanted to bring up again.

Twilight either did not notice his brief moment of indecision, or just ignored it. "Oh, it was, alright. Still rates as one of the best days of my life, along with the day I met all my friends...although I didn't think that day was terribly good back then," she added, sounding a little embarrassed.

Starfall didn't respond, letting a friendly silence develop between as they continued walking. As they made their way through Canterlot's bustling heart, Starfall accidentally bumped into a dull, dusty amber Earth Pony with a muddy-hued, short cut mane and tail. "Oh, sorry," he called over his shoulder, noticing the young stallion had turned back as well.

"No worries, good sir!" the stallion called, having an accent that sounded like he was from the area around Trottingham, before turning his gaze on Twilight, Starfall noting a glimmer of recognition in his eyes. "Good day to you, too, Twilight!" he called, waving, before wandering off, disappearing into the crowd almost as rapidly as he had appeared.

Starfall smiled softly, before turning back to Twilight, pausing as he noticed she had stopped, looking back at where the stallion had disappeared with a confused look on her face. "One of your friends?" he asked.

Twilight narrowed a single eye, which only enhanced her baffled look. "No. I have no idea who he was. I think I've seen him around Ponyville from time to time, but I've never actually met him face to face before..." she mused, seeming to think for a few moments, before shrugging it off. "Never mind. Come on, let's get you to my old tower so I can show you around before it gets too late," she added, nodding up to the night sky to remind them both of the late hour.

As they continued on their way, though, Starfall did notice Twilight looking back over her shoulder, clearly still confused, and possibly a little curious, as to who that stallion was. She seemed to set it aside soon after, though, looking around as their walk took them out of Canterlot's interior city centre, and out into the fields and gardens on the city's fringe, where the view of the night sky was spectacular, leaving Starfall with the urge to just find a comfy patchy of grass and lay back, stargazing for a little while.

A weary yawn changed his mind though, as he continued to follow Twilight down various streets, once more looking over his shoulder as cyan-coloured pony waved to Twilight as they passed her on a bridge, amber eyes seeming rather expressive to Starfall, seeming really cheery in complete defiance of the late hour. Starfall was able to catch a lyre cutie mark on her flank, before they disappeared around a corner.

Twilight smiled, offering a quick wave back, but not stopping as they continued on their way. "I recognise her from Ponyville," she explained, before Starfall could even think of asking about her. "I don't know her exactly, but I have seen her around...she must have family here in Canterlot or something, because she visits here a lot. She seems to be a very excitable filly, though. Every time I see her she seems to be bursting with energy"

Starfall nodded. "You seem to know quite a few ponies, it seems," he observed, looking up to see the road was taking them towards a small cluster of towers, slightly separated from the main city itself...it seemed Twilight's old home was among them.

Twilight nodded, though an amused smile graced her lips as she replied. "When you're friends with Pinkie Pie, you'll rapidly get to know everpony in Ponyville. She's friends with everypony in town, and that's not an exaggeration," she added as Starfall let out an amused chuckle. "I think she's even friends with half of Canterlot by this stage, actually..." she mused further, making Starfall stare at her disbelievingly.

"Wow..." he finally conceded once he realise Twilight was not joking or pulling his tail in any way. "She must be really sociable. Sounds like most would have a hard time just keeping up with her."

Twilight giggled. "That's true, though you get used to it after a while. She might seem annoying at first, but trust me, she'll make you smile every time you see her." He seemed to smile inwardly, probably recalled a few particular warm memories of the exuberant-sounding pony.

"What about you?" she said after another brief silence. "Got any friends back where you come from?"

Starfall stumbled slightly as the question distracted him, fighting to hide the dark look the question threatened to bring up on his face. "Well...no..." he admitted after a hesitant pause. "I've never been much of a social Pegasus," he added softly. The only reason he was speaking with Twilight was because she had befriended him over the course of the day. She was one of the only ponies who had ever said the first word to him, and stuck around for any length of time...though he figured time would tell the last part.

Twilight gave him a sympathetic smile. "Well, if you ever get the chance, you should come down to Ponyville some time. I'm sure my friends would love to meet you," she said, Starfall nodding in quiet acceptance of the idea, before both of them looked up as they reached the base of a tall tower, the white structure impressive enough on its own, let alone when placed as part of the majestic wonder of Canterlot.

"Well, this is my place...or at least the top part of the tower is," Twilight said as she gestured towards the tower's peak. "I have no idea who lives underneath me on the tower's lower levels...back when I lived here, I was a lot like you, socially," she admitted. "Books were my only friends back then."

She pulled herself out of her sadly nostalgic moment, smiling again. "Come on up, I'll show you around," she said, before trotting off up a spiral staircase that wound its way around the outside of the tower, Starfall quickly following after her, somewhat eager to see where he would be staying. At the very least, he assured himself with the slight bit of optimism that it couldn't possibly be worse than the rough excuse for a bed he'd slept in last night.

Soon reaching the tower's peak, Twilight clearly having lived on the top two of three floors, Twilight smiled as she pushed open an ornate set of blue double doors, gesturing for him to go before him. "Well, here we are! Take a look around."

Starfall slowly walked inside, looking around as he stood in the entryway, having to consciously stop himself from letting his jaw drop. The lower level of the circular room was obvious Twilight's previous living space, and aside from the lack of any personal items, it looked like she had never left. The entryway itself doubled as a sort of lounge and recreation area, plush cushions scattered about, a small group of them arranged around a low table. A couch was pushed up against the wall, as well. Off to the side, behind a curtained doorway was what Starfall assumed was her bedroom and bathroom. On the far side of the room, though distinctly separate from the lounge area, was a kitchen, complete with all the usual appliances, curving along the circular far wall behind the kitchen, Starfall could see a staircase leading to the floor above him. The whole lower level was decked out in various shades of blue, aside from the kitchen, which maintained a grey-scale colour scheme. All in all, it seemed to be a very cosy place, one Starfall was not entirely sure he could stay in.

"It's a nice place, isn't it?" Twilight commented as she came up beside him. "I hope you don't mind sleeping on the couch tonight, but I only have the one bed here. As you can see, though, the place has everything you could need, and there's a huge library and study upstairs, and I know I have a few things up there you could use for your astronomy studies. Telescopes, star charts, and of course, lots and lots of books on the subject," she added with a small smile, her last sentence making it plainly obvious she was a pony who delighted in reading and studying.

Starfall gave a half-smile, before ducking his head and speaking up rather softly. "This place is fantastic, Twilight, but I...I can't possibly stay here," he said, making the unicorn turn to face him questioningly. "I have no idea how I'm supposed to afford a place like this..." he said, letting that sentence trail off.

He absolutely hated admitting his relative poverty to anypony, Twilight even more so that that he knew her fairly well. It wasn't the lack of money and the strict adherence to a harsh budget that left little to money money for luxuries that hurt the most...it was the fact that his poor status was his own fault...

Twilight snapped him out of his glum thoughts before they could end up in really dark territory, though, giggling softly. "Oh, don't worry about that, Starfall. I would never have been able to afford to stay in a place like this, either. Princess Celestia provided it for my use, and I guess she's passing it on to you, know. You'll have to pay for food and other such things, but the Princesses will provide a small allowance for you to spend on that. Trust me, you'll be fine."

Starfall grimaced a little at that. He hated taking charity almost as much as he hated his poverty. He knew it was foolishly proud of him to think such a way, but he infinitely preferred living on his own merits than relying on somepony else to get by. At the same time, though, he realised studying under Princess Luna was not going to be a walk in the park. She would likely work his mind to within an inch of its life, meaning trying to take a small job to pay his way would likely exhaust him to the point where his studies suffered horribly. This time, he had little choice.

He nodded simply, before heading for the stairs, deciding to take a look upstairs. "It was very kind of you to offer this place for me to stay, especially since you only just met me," he added gratefully. "Thank you."

Twilight smiled and nodded back. "Well, I don't use it any more, and you seem like a nice enough pony, so I don't see why not. The place is just going to waste otherwise. You're welcome, all the same."

Starfall gave her a grateful smile as he ascended the stairs, before stopping at the top, looking at the room stretched out before him. Like below, the place was furnished in blue, but it was expansive. Row upon row of bookshelves, at least a dozen shelves high, took up well over a third of the available wall space, all of them packed to the brim with books and scrolls. A desk, complete with quills and blank parchment, was tucked away in a corner, and looked well-used, from what Starfall could see. A small, cosy fireplace also lay off to one side, and as Starfall quickly hopped back down the stairs, he noticed it was connected to another fireplace down in the lounge area, both sharing the same chimney. Trotting back up once more, he looked over to the far side of the room. Beyond a large hourglass, easily several times taller than him, was an expansive floor-to-ceiling window, that even followed the curvature of the tower's peak, meaning if he stood at the window sill, he would most likely be able to look straight up at the night sky directly above him...the perfect viewing window for his stargazing.

Laid out near the window was a small collection of astronomy gear, including telescopes of varying sizes and strengths, and a number of star charts and tools for reading and understanding them. Even if he was uneasy about living here because of the idea of it simply being offered to him, he knew he had to stay now, if only for the stargazing opportunities this place would allow that his old home never did.

He heard Twilight giggle from downstairs, obviously noticing his awe at the study area. "Yeah, most ponies seem to react that way when they see upstairs, although for a few different reasons," she commented as Starfall came back downstairs, before she yawned softly. "Anyway, it's late. Tomorrow morning, I'll show you the nearest shops to get some food and other essentials, and then I'll have to head back home to Ponyville."

Starfall nodded. "Sounds good to me," he said, heading over towards the couch, stopping as Twilight poked her head into her bedroom, and turned back around, levitating a thin, but fluffy blue blanket his way. He draped it over his shoulders, giving Twilight another appreciative smile. "Thank you for everything, Twilight...and goodnight."

"It's no problem at all, Starfall," Twilight replied. "And goodnight to you, too," she added, before wandering through the curtained doorway and disappearing from sight, a quick burst of magic turning out all the lights in the house as Starfall made his way blindly to the couch, his memory of the layout allowing him to get there with only a couple of minor stumbles.

As he settled down onto the couch, which he found surprisingly comfortable, Starfall allowed himself a small smile. Today was the start of something big, he knew it. But at the same time, his pessimistic side...despite having been hidden away most evening, refused to stay down quietly for long, giving him the feeling that despite the massive opportunity he'd been given today, it was not going to come without a heavy price...nothing good he did or received had ever come without karma getting back at him in some nasty way.


	8. Chapter 8: First Lesson

**_Author's Note:_**_ Yet another relatively quick update. (Relatively quick? What am I saying, anything less than a week is blistering by my standards!) I Hope I can keep this pace going, as it keeps both you readers and me happy._

****_I am glad to see the response to my assurances that Starfall and Princess Luna's relationship will be a slow, long process was positive. Short, love-at-first-sight like relationship, particularly involving a character like Princess Luna, are impossible for me to believe, hence why this will progress at a slower pace. Don't worry, I have plans to keep things interesting, though!_

_Now, in the last chapter I gave little shout-outs to two background ponies from the show itself. No real reason to it, just seemed like fun to involve more of the amazing show which this story is set in. As such, I have plans for future cameos in the future. If any of you kind enough to leave a review have a request for a specific background pony you would like to see, just let me know and I'll see what I can do! And before you all overwhelm me with requests for our favourite cross-eyed pegasus, I already have plans for her, so don't worry._

_Also, I have written a brief MLP one-shot called "Night's Fall", which you can find by checking my profile. It's another Luna-centric fic, and a small part of a grand, epic idea I've had swirling in my head for some time now. I would be eternally grateful if readers of this fic could go have a look at Night's Fall, and let me know if they want to see the idea expanded upon or not._

_Anyways, those requests and little notes aside, I've babbled on long enough. On with the show!_

* * *

><p><strong>Chapter 8<strong>

**First Lesson**

It was like deja-vu to Starfall, as he once more approached the Royal Guards standing watch over the entryway the Royal District of Canterlot, where the Royal Family all lived...and where the Princess' Study resided. It was just prior to sundown, and Starfall was on his way to meet Princess Luna for his first lesson in advanced astronomy. He felt much the same as he had when he first came to Canterlot to take the exam, only now his nervousness was for slightly different reasons. One, this time he was fully aware that he would spending the evening in the presence of the Princess of the Night herself, and two, he was going to be learning from her exclusively, and really hoped he could prove himself to her. It was very obvious yesterday that the Princess did not think too highly of him.

All he could do as he approached the guards though, was keep himself calm and collected, and do his best. He doubted that the Princess would ever come to _like_ him, but maybe he could at least get her to stop hating him. If he could prove to her that he was no criminal, that his knowledge of their royal secret was a complete accident, and a secret he intended to take to his grave, then maybe he could at least get the suspicious and wary looks to stop. He would be happy with that much.

He cleared his throat nervously as he approached the guards. "Uhh, I'm Starfall," he said softly. "I should have permission to access the Royal District." He suppressed the urge to grimaced and fidget nervously...by the stars, he hated asking anything of authority figures.

The guard stared at him intently for a few seconds, before nodding to himself. "Starfall...Princess Luna's new student," he stated, Starfall nodding in response. "The Princess' Quarters are that way," he said, pointing with a hoof. "Up the spiral staircase two levels, first door on the left. Don't go anywhere else in the Royal District without prior permission if you want to stay out of trouble," he added, giving Starfall a hard look.

Starfall nodded nervously. "Don't worry, I won't," he said as he walked past them slowly, almost expecting them to stop him anyway. "Thank you," he said, before heading off in the direction they had pointed out, remembering this was the way the guards had taken him to see Princess Luna yesterday, as well. At least this time he was coming here of his own free will, without being accused of some horrible crime he was not aware of at the time.

Still, as he ascended the spiral staircase, his nervousness grew. He wanted to prove himself to Princess Luna, but from yesterday, knew that her knowledge of the world was at least a few centuries out of date. Not only did that explain her rather archaic language tendencies, but it also meant that her view on society was very different from most ponies. He knew that back then, royalty tended to consider the common pony beneath them, and their attention, which would not help Princess Luna's opinion of him at all. It made him wonder how Princess Celestia expected him to teach her, a Princess, anything, when she saw him as a second class citizen.

All the same, as Starfall approached the door he recognised from yesterday, once more getting permission from the guards outside, he tried to bat aside his gloomy thoughts. For now, he would focus on showing Princess Luna that he was going to take his studies seriously. If he could gain a little more of her trust, then he would start considering teaching her about modern Equestria.

Nudging the door open, he looked around, the room looking much the same as it had yesterday, a quick glance out the window showing that it was still pre-dusk, making him slightly early...which had been his intention the whole time. As he wandered into the room and shut the door behind him, though, he saw that despite his timely arrival, the Princess of the Night was sitting on a cushion off to one corner, clearly waiting for him.

"Starfall," the Princess greeted in a near-monotone, getting to her hooves as Starfall gave her a small bow. "Thou art early," she pointed out, her voice giving away sign of being either impressed or reprimanding...something which didn't help Starfall's nervousness at being around her one bit.

Starfall stood up straight again, managing to nod in recognition of the Princess' observation. "I thought I would give myself some time, in case I got lost on the way, and since I wasn't sure how long I would take to travel here," he explained.

The Princess gave a small nod, though did not say anything to Starfall about his forethought, instead turning back to the window. "We still have a short while before our Sister lowers the sun so we can send the moon on it's journey across the sky," she commented, before turning back around, seeming to think for a few moments before speaking up again. "We trust Twilight Sparkle has assisted thou in making yourself comfortable?" she asked, though her voice sounded forced...as if she was just making conversation for the sake of passing the time...or because it had been requested of her.

Starfall swallowed, not really sure what to make of Princess' Luna's rather awkward attempts to be civil to him. "Yes, uhh..." he started awkwardly, the words seeming to catch in his throat. He cleared his throat, before trying again. "Yes, Your Highness, Twilight was very helpful."

While Twilight Sparkle had made the journey back to Ponyville earlier that afternoon, she had spent the morning helping Starfall out one last time. She gave him a slightly more detailed tour of the tower he was staying in, pointing out all the important features, as well as the locations of essential tools and things. After that, she had shown him around the district of Canterlot her tower resided in, pointing out where the nearest shops were, along with the best places to eat if he didn't feel like cooking, and other essential services, such as the hospital.

Once Starfall had been confident he knew his way around the area, Twilight had taken her leave...but not before surprising Starfall with a quick hug. He had been so surprised by the completely innocent and simple gesture of friendship that he hadn't thought to hug her back until after she'd let go and said goodbye. It had been years since anypony had hugged him, and it had never been by anypony but family before then.

He quickly brought himself to the present again, as he realised Princess Luna was speaking once more, having already missed her reply to his assurance Twilight had been helpful. "Very well, Starfall..." she said, trailing off as she looked outside, the sun disappearing below the horizon as she did. Princess Celestia had made way for her to rise the moon.

Turning away from Starfall, she walked calmly over to the window, nudging it open with a hoof, before pointing her horn at the twilight sky, a blue glow flaring to life around it as she worked her magic. For a few seconds, the glow grew in intensity, Starfall not entirely surprised that it took a significant amount of magic to raise the moon. Eventually, though, her horn gave a bright flash, and though Starfall could not see it from his position inside the room, he thought he could vaguely feel the wave of magic as it was released, which let him him know that, somewhere out there in the night sky, the moon had risen, ready to make its slow journey across the night sky.

"Now, Starfall," Luna once more said, turning and wandering back towards him. "We know that thou already know plenty about the stars and the night sky, but tonight, we would like to go over the basics of what we will be teaching thee. Thou may already know most of this, but we want to see that thou knows all this, and that thou doth not have any misleading knowledge. Not only that, but thy exam results have told us that thy knowledge of the planets is less extensive. Depending on how tonight goes, we will most likely be studying those for the first few weeks, to get thy knowledge and skills with them up. The planets are just as necessary to understanding the night sky as the stars are...even the moon has it's place. Thou cannot favour one or the other. Doth thou understand this?" she asked finally, staring intently at Starfall.

Starfall nodded nervously. "I understand perfectly, Princess," he said softly. He had almost been expecting it. As boring as it was likely to be, going over things he likely already knew, he understood that Princess Luna needed to check his pre-existing knowledge, to see just how much he knew, and if he had any knowledge that was wrong, or poorly thought out. The exam may have given her some idea, but Starfall knew it would not paint a full picture. He also had a sneaking suspicion that the Princess was testing his resolve...seeing if she could bore him into leaving voluntarily before they really had to get into this too far.

He did not voice that suspicion, though...not about to accuse the Princess of anything that could have even the remote possibility of angering her. He simply remained quiet as he was guided over to a work table near the massive window he could observe, levitating a book off the shelf and in front of him, one Starfall recognised. He had studied from this book on his own through his adolescent years. He had found that it was actually a really good guide on the basic and intermediate knowledge he needed to understand the night sky.

"This, Starfall, is the primary tome thou wilt be studying from for the present time," Princess Luna explained simply, before levitating a scroll down as well, placing it next to the tome. "This is similar to the exam thou completed, but it is more refined, and much more extensive...a test of what you know, and what you don't. It will allow us to determine what studies we can pass over, and what we shall need to focus on the coming weeks."

Starfall nodded, understanding, but Princess Luna was not quite finished. "Since this is a test of thy current knowledge, we shall not assist you this night. We expect this test to take up the rest of this week for you to complete. By next Monday, we hope to be starting to teach thou some new things, not continuing to go over this revision. Are we clear?"

Starfall swallowed nervously as the Princess once more gave him a highly intense stare, before nodding. "Very clear, Princess," he replied softly, Luna seeming to nod in satisfaction at that, before gesturing for him to get started.

The rest of that evening was conducted in a silent, tense atmosphere. Starfall had no intention of breaking the silence, and risking the ire of the Princess of the Night, while Luna herself seemed to have no interest in starting another conversation with Starfall, clearly still mistrusting of the young pegasus. Instead, Starfall kept his focus on the long exam the Princess wanted him to complete, his knowledge of the tome he was reading from serving to speed up the process.

It quickly became apparent to Starfall that this was indeed going to test the full extent of his astronomical knowledge. Not only was the scroll he was filling in incredibly long and exhaustive in it's coverage of the profession, but Starfall routinely found himself getting up to find other books among the shelves Princess Luna had point out yesterday, to find information the main tome simply did not cover. The exam not only covered the stars, planets, and the moon, but also tested him on his knowledge and ability to use various pieces of astronomical equipment, from telescopes to star charts and various other pieces of gadgetry.

Throughout the evening, Starfall looked over at Princess Luna, waiting for her to comment on his efforts, or criticise him for something or other. For the first hour of the evening, though, she seemed to be busy, herself, magically flicking through a few scrolls, writing down notes or filling in larger sheets which then disappeared with a burst of magic when she was finished with them. Starfall figured she was probably going through various royal duties and other such things, a suspicion that only intensified when Luna narrowed her eyes whenever she caught him looking, glaring at him until he turned his attention back to his own work.

Later in the evening, though, the Princess did finish with her own tasks, and spent the remainder of the evening either staring out the window, stargazing, or else looking over Starfall's shoulder. As before, she spoke or made any kind of verbal signal, but Starfall noticed her hard, criticising look fading gradually the longer the evening wore on. She still seemed to look on him with a level of disdain, only it did not seem to be as strong as before.

Finally, though, as the cramps Starfall was developing from sitting and writing for so long were starting to affect his ability to focus on the task at hoof, Princess Luna finally spoke up. "Very well, Starfall," she called, making him look up at her. "That will do for this evening. The hour is late, and I have kept thou longer than you should be staying," she added, gesturing to the clock.

Starfall's eyes widened in surprise as he turned to it...it was approaching eleven at night, far later than he had anticipated. Nodding in understanding at the Princess' signal for him to pack up, though, he dropped his quill, unable to stop a sigh of relief from escaping his mouth. He quickly moved, getting up out of his seat and packing up everything, putting all the books and equipment he had taken back where he had put them, earning a simple raised eyebrow from the Princess.

When he went to hand over the scroll, though, he paused. "Umm, Princess Luna? Would it be okay if I took this with me tonight? I'll bring it back tomorrow, I just thought it would be easier and faster and I worked to complete some of it in my own time, that's all."

This time, Starfall got his first major reaction from the Princess for the entire night, her face showing a look of unmistakable surprise, and there seemed to be something else mixed in, like she was almost impressed, though Starfall figured he was probably imagining that.

After a moment or two, the Princess finally replied. "We see no reason why thou cannot study in thy own time," she finally said, her voice displaying her surprise. "See to it that thou do not lose that scroll, however," she added, her usual stern tone back in full force.

Starfall nodded. "I'll look after it," he promised, before heading towards the door. "Good night, Princess Luna," he called, leaving after he got a nod back from her, the only farewell he was going to receive, apparently.

But as he left the study behind, and wandered back down the hallway to leave the Royal District, he looked over his shoulder, briefly spotting the Princess of the Night staring at him with a look that seemed almost conflicted, before disappearing the moment he spotted her, leaving him wondering just what the Princess of the Night was thinking about.


	9. Chapter 9: Warming Up

**Chapter 9**

**Warming Up**

The next fews days passed in a relatively routine fashion...Starfall would wake and freshen himself up for the day, and spend most of the time working on completing the scroll Princess Luna had left him. In the afternoon, he would go out and spend some time in the sun, though he never socialised in any form. And then at sundown, he would arrive at the Princess' Study, and spend the evening in Princess Luna's presence as he continued filling in the scroll, though this time under her scrutinising gaze.

What Starfall did notice, however, was that the Princess of the Night was acting less hostile towards him, the closer he got to completing the exam...at least to the best of his knowledge. She still refused to engage in any form of conversation with him, but the brief words she did speak had less of an edge to them now. Sometimes, Starfall thought he could see past her rough exterior, and see the alicorn underneath as somepony who was kind, proud...and possibly a little lonely.

In the end, despite Princess Luna's request that he have the exam done by Monday, Starfall came in to their next study session on Saturday, with the scroll tucked under his wing, completed to the fullest extent his knowledge allowed, and ready to be handed in.

Despite Princess Luna being fully aware of Starfall's intent to study and complete the scroll in his own time, his early completion of it did leave her looking rather stunned, and perhaps just a little impressed as she took the scroll from him with her magic. "This is most unexpected, Starfall. We are pleased at thy dedication you are showing to your studies," she said softly, sounding like it was taking some effort to admit that Starfall had exceeded her expectations of him. "We shall cancel our plans for tonight, so that we may look over your efforts," she added, before heading off to a corner of the room to do just that, leaving Starfall staring at her, his left ear twitching slightly as he struggled to comprehend what he had just heard.

Princess Luna had actually given a compliment. It was grudging, the Princess of the Night clearly having been rather reluctant to admit it, but it was a compliment, nonetheless. Starfall allowed his usually cynical self a brief moment of optimism...perhaps he was finally earning the Princess' respect? Perhaps he was finally mending the rift of animosity between the two of them?

But Starfall couldn't beat down his pessimism entirely, his relief at finally earning a modicum of Princess Luna's respect soon giving way to worry over how she would take his answers to the scroll. Princess Luna had warned him that while he was free to study as a means of refreshing his memory, that he was to try and avoid specifically searching for the answers to this scroll. Since it was a way for her to gauge what knowledge he possessed, and what he needed to work on, she wanted him to complete the scroll based mostly on his own pre-existing knowledge, and he had done that as much as he possibly could. Even so, Starfall knew that he had left large parts of the scroll blank, his knowledge simply not reaching to certain aspects and fields of what was undoubtedly his passion and life calling. He just hoped he had completed enough that would allow him to keep the little respect he seemed to have earned from the Princess of the Night.

As such, Starfall struggling to contain the tension and nervousness he was feeling as the Princess of the Night looked over the scroll. He eventually went over to the observation balcony, letting his usual hobby of stargazing help calm him, settling himself down on his back on a plush, soft cushion provided, just staring up at the stars and letting his mind wander, allowing him to calm himself down a little and wait for the Princess to finish and judge him on how good he was.

As it was, he ended up getting so lost in his stargazing, as he always did, that when Princess Luna's voice finally reached him, it had a hint of impatience to it. "Art thou finished, Starfall?" The voice had it's intended effect, Starfall rapidly rolling over and standing back up, having the good grace to look sheepish and a little guilty for not paying attention.

"Sorry, Princess Luna," he apologised rapidly, one of his hooves scuffing the ground nervously. Inwardly, he was cursing himself for allowing his attention to wander so far, for so long. Getting lost in his own little world was not going to help the Princess' opinion of him.

The Princess of the Night stared at him for a few seconds, before finally responding. "We can understand thy fascination with the stars, Starfall; but make an effort to keep thy attention focused," she said scoldingly, Starfall ducking his head and nodding softly in response. Her reprimand over, the Princess seemed eager to move on. "Now, we have looked over the results of thy work, Starfall," she continued, making Starfall look up again...hoping against hope he hadn't done a disappointingly poor job.

Starfall waited as Princess Luna paused, probably thinking about how to explain what she had seen in his results. But Starfall did let his hopes up a little when the Princess' frown seemed to lessen slightly. "Once again, Starfall. Thou hast proven to have an incredible understanding of the stars...at least for one so young." The praise made Starfall look up at her, both proud and a little stunned she was praising him like that. Unfortunately, the criticism was right behind it. "But as we had suspected, there is still a lot thy knowledge is lacking in. Thy knowledge of the stars is impressive, but thy knowledge in other fields is lacking. Thy abilities and skills with the planets, nebulae, and galaxies, while not horrible, are well below what thy abilities with the stars suggest they should be."

Starfall nodded slightly. Despite having expected it, it didn't lessen the sting of the criticism. With his passion for stargazing, he had quickly learned about other celestial phenomenon, such as the planets, distant galaxies, and comets and such. Unfortunately for Starfall, his instinctive abilities to read the nature and power of the wonders of the night sky seemed to be limited exclusively to the stars, meaning his self-taught knowledge of everything else in the night sky was lacking. He had worked to understand the planets and nebulae during his times stargazing as he grew up, but because he couldn't learn things by instinct with them, he was always going to fall behind in those fields. The stars were his speciality, and always would be.

Princess Luna looked over the results once more, before speaking again. "Because of these results, Starfall, we believe we can finally come up with a study system that will help expand thy talents such that thou will become a master of the night sky within a few years," she said, Starfall nodding again, looking significantly happier now that Princess Luna had proved she was not going to condemn him for his lack of understanding of the planets.

"And Starfall?" the added comment by the Princess of the Night made Starfall look up, curious. The Princess usually kept her words to a bare minimum, making him wonder what she wanted to say now. "We...we feel we should congratulate thou. We have never heard of any common pony with such a vast knowledge of the night sky, who has never officially studied the art. You truly do have a gift."

Starfall just gaped at the Princess. There it was...an open, if hesitant, compliment. She actually though his knowledge and abilities were something for him to be proud of. Considering her cold attitude towards as of the present, to say Starfall was shocked was a bit of an understatement. In the end, all he could was nod, before giving a short bow in thanks.

After a short silence, Princess Luna finally spoke up yet again. "With these results, Starfall, we are afraid that there is little more we can do for thou tonight," she said, Starfall nodding. "We will be spending tonight, and much of tomorrow, piecing together a study plan for thou. As such, there is no reason for thou to be here tonight."

Starfall nodded, getting the message the Princess was implying. "Thank you, Your Highness. I'll leave you in peace," he said formally, offering another bow, before turning to leave. Despite being dismissed early, he had a slight smile on his face. The Princess finally seemed to be warming up to him slightly, which made him as relieved as he was happy. His study program would not have been pleasant if Princess Luna had been snapping at him and insulting him at every turn. Her archaic speech could be surprisingly intimidating, even when she wasn't shouting in that magically amplified voice she sometimes used without thinking.

His thoughts on the Princess' unique ways made him pause in the doorway, before turning back, his hoof scuffing the ground in his nervous habit. "Umm...Princess Luna?" he called back softly, the Princess looking over his way, seeming a little upset at his interruption, but otherwise motioned for him to continue. "I just remembered, well...Princess Celestia had requested that I help teach you things about society. If there's nothing for you to teach me for tonight, then I was thinking that tonight might be a good time to get started on that, if you weren't too busy, that is?"

Princess Luna paused, a look passing across her eyes that let Starfall know she too had forgotten all about Princess Celestia's request that Starfall help Princess Luna acclimatise to the modern world. The frown the Princess of the Night adopted soon after let Starfall that the Princess was very reluctant to let Starfall become the teacher, even for a single night. She clearly had not warmed up to him that much yet, despite how much less hostile she was with him.

Starfall sighed. "It's okay, Princess. We don't have to...it was just a suggestion. If you're too busy, we can leave it for another time," he added quickly, not wanting to anger the Princess by pushing it on her.

Princess Luna eventually nodded to him, Starfall taking that as a sign that the Princess was not about to take lessons on modern society just yet. Nodding and bowing back, Starfall once more turned to leave. "Good night, Your Majesty. I'll see you Monday evening," he said, remembering he was supposed to have Sunday nights off, getting a nod back from the quiet Princess once more, before leaving, silently cursing himself for bringing that up, and leaving the Princess of the Night sour at him to finish the night. _One step forward, two steps back,_ he thought bitterly. _Great job, Starfall...just fantastic..._

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><p><strong><em>Author's Notes: <em>**_Well, another chapter done! This one a little delayed compared to the last few, but in my defence, I've had a couple of busy, tiring weeks._

_It seems things a finally starting to look slightly up for Starfall...the question is, can that last? Or will something bring it crashing down once again? The answer...will come with time and updates!_

_Now, I did mention this before, but the lack of response suggests it was probably forgotten. Every now and then, I will be writing chapters that will offer a chance for background ponies from the show to make small (and sometimes not-so-small) cameo appearances. Doctor Whooves and Lyra Heartstrings have already had quick appearances, and next chapter will see a few more appearances. Now, while I have the next chapter mostly planned out, including what characters will be showing their familiar faces, I am still taking requests for any ponies you want to appear in this fic. So if you want Berry Punch, Zecora, DJ Pon-3, or any other pony you know of to have their little time to shine in here, give your request either in a review or a PM, and I will see what I can do in future. I can't promise they will actually get an appearance, but knowing which ponies people want to see will allow me to work on getting them in a little harder._

_On another note, my usual beta-reader, DiamondGirl400, was unavailable to beta this chapter, and since I wanted to get it out quickly to make up for the delay in finishing it, this chapter has been posted completely un-betaed. Apologies for any errors in this chapter, especially regarding Princess Luna's speech, which I am still struggling to wrap my head around. Any errors are entirely my fault, and as hard as I work to check for them, I generally find myself unable to locate them all. Proofreading your own work is generally doomed to dismal failure._

_I have already started work on Chapter 10, and as a word of forewarning, it is mostly fun filler, with only minor significance to the overall plot of the story. If you keep your eyes and minds open, though, you may just find some clues._


	10. Chapter 10: The Public Eye

**_Author's Notes:_**_ And here's yet another stupidly fast update! Almost 4 months since I started this fic, and we're finally 10 chapters in...sheesh, four months already?_

_Anyways, a few reviews I'd like to reply to. First, to "trigrbrony777", I didn't mean in my last author's notes that people were forgetting this story, merely that my little mention of taking requests for background ponies people would like to see in my fan fic seemed to have been forgotten, sorry about the miscommunication, but I know from all your wonderful reviews that this story is far from forgotten!_

_In "SilentPony"'s review, I know the community can be demanding at times. My response is as simple as this...I write this story in my style. Unfortunately, there's not much I can do to change that. If you don't like how my story's progressing, the only advice I can offer is to go and find something more to your tastes, because unlike Hasbro and the way they changed Derpy, I won't change my story on the whims of a few naysayers, especially with all the fantastic support I have recieved from the likes of not only SilentPony, but several others so far._

_Furthermore, SilentPony's mention of the dark constellation pony in Hurricane Fluttershy (I think the fandom's calling him Star Hunter right now) reminding him of this story got a smile out of me. I may even find a way to get Star Hunter into the story into a somewhat significant capacity, thanks to that!_

_To everyone else who reviewed, a huge thank you as always. Once again, "DiamondGirl400" has not betaed this chapter, so any and all errors and goofs are entirely my fault. And keep an eye out as you read this chapter...there are no less than four background ponies from the show mentioned here. And I think more than a few of you are going to be pleased with the selection._

_Anyways, enough babbling from me, go read! And enjoy!_

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><p><strong>Chapter 10<strong>

**The Public Eye**

Starfall grimaced slightly as he wandered the streets of Canterlot, shrugging his midnight black cloak higher on his shoulders and resisting the urge to throw the hood up and obscure his face. Why he had not seen this coming, he had no idea. But now it had come, and he was just going to have to smile, and bear it as best he could.

It had been a week since Starfall had handed the scroll in to Princess Luna...a week that been spend going through the early stages of his studies, which had focused heavily on the planets, one of Starfall's most notable shortcomings. He had thrown himself into his first week of studies, determined to prove himself to the Princess of the Night. So far, the Princess had adopted the quiet approach, neither criticising, nor complimenting his work as of yet. It was clear that, while Starfall had worked to remove a lot of the Princess' dislike of him, she was still wary, and possibly a little put-off by his nature as a common pegasus. Starfall knew that royalty and high society tended to stay within their own circles, and Princess was more than a little uncomfortable socialising with a commoner like himself...as such, she mostly ignored him, focusing on the studying their time together was for.

No, Starfall had predicted Princess Luna's awkwardness and wariness...what he had not predicted was the attention his studies under her were bound to draw. Word had spread fast through Canterlot that a young pegasus pony was currently being taught by the Princess of the Night herself, just like Twilight Sparkle was a personal student of Princess Celestia. Once word spread of Starfall's appearance, then the stares started. Every time Starfall left Twilight's tower, be it to head to his studies, or just to wander around Canterlot and stock up on supplies, various ponies stared at him, whispering as he went.

Fortunately for Starfall's sanity, the majority of ponies in Canterlot were either unaware of his new status, or otherwise did not really care, for while the stares were frequent, he was ignored enough for him to get on with his life, which he was silently thankful for. He did not want to be treated like some big celebrity. He was doubly thankful for that today, since this was his day off, in which he needed to get some shopping done. He was running low on food and various other things back in the tower, and as such had to head to the little shopping strip in the area of Canterlot near the tower to stock up.

The stares continued to follow him even as he reached the small commercial hub on the outskirts of the city, heading into a small shopping mall and getting his bearings. He caught snippets of various whispers as he passed several ponies, including two lilac-coloured pegusi, who appeared to be twin sisters, save for the differing manes, both of which were done up in rather complex styles. As he passed them, he heard their none-too-quiet whispers.

"Hey, is that him?"

"Who?"

"Him, over there, in the dark cloak. Isn't that the pegasus Princess Luna's meant to be teaching or something?"

"Flitter, honestly, Princess Luna wouldn't teach anypony anything if she could help it. I saw him with Twilight Sparkle a week ago, when she was visiting Canterlot. He's probably her friend, and found some way to convince her to let him have an audience with the Princesses."

"And she agreed?"

"Probably owed him a huge favour or something. But you know how most stallions are, sis. Always trying to get cosy with the Princesses...he probably just likes the mystery of Luna more than the majesty of Celestia, that's all."

Starfall rolled his eyes as the conversation faded out of his hearing range, continuing on, even as the faintest blush formed on his cheeks. So the rumours now were that he had convinced Twilight to let him into the Princess' world, just so he could crush on Luna? Half of him wanted to run and hide in embarrassment, the other wanted to burst out laughing at the sheer stupidity of the rumour. Him...and the Princess of the Night? Seriously?

Allowing a quiet chuckle to himself, Starfall carried on with his wanderings, gathering up a few bits and pieces at various stores, before finally heading to the grocery store for some food and other essentials.

As he grabbed various things off the shelves, though, his mind went right back to the overheard conversation, and the rumour of him attempting to gain the affection of Princess Luna. His mind couldn't help but conjure up an image of himself and the Princess of the night, together in the study like normal, only they were both stargazing, sitting much closer to each other than proper social norms dictated, not that either pony was complaining...

Starfall quickly shook his head, tearing the daydream to pieces, and getting himself back in focus. She was the Princess of the Night, co-ruler of Equestria, and his mentor! She might look young, but she was over a thousand years old! And, of course, he wasn't even friends with her, and had no intention of pursuing anything more than friendship...if he could even get that much. He was lucky enough just to have the privilege of having met her in something other than an official capacity.

The thought once more banished from his mind, he quickly finished stocking up and made his way to the checkout. A sizable queue had already formed, but fortunately, as Starfall took his place, nopony paid him any attention, leaving him relieved. He did not want to have to deal with stares while waiting in queue for ten minutes.

As the next pony came into the queue behind him, he glanced back briefly, hoping this other pony had not recognised him, only to pause, doing a quick, subtle double-take. The pony appeared to be a normal pegasus at first glance, with a bluish-grey coat and blonde mane. What had caused Starfall to take a second look was her bright amber eyes, which Starfall had noticed were crossed, seeming to look in two directions at once.

Starfall had absolutely no idea how the young mare could see with her eyes like that, but figured it was some sort of condition the pegasus had, and turned back to the front, stubbornly resisting the urge to stare, or ask about it. He highly doubted she wanted to be pestered about her condition, even if he was sociable enough to actually want to talk to a strange pony.

His attention was drawn back once more, however, as yet another pony, a unicorn this time, came to the queue and, while the grey pegasus was distracted picking out some last minute treats, jumped in front of her. Starfall's expression turned sour as the cross-eyed pegasus turned back, realising what had happened, before simply giving a rather resigned look to herself and settling in behind the unicorn stallion.

"Excuse me," Starfall said, looking over at the black unicorn fully. "That young mare was in front of you," he pointed out, before pausing as he took a good look at the unicorn...who he recognised. "Wait...Cosmo?" he asked, stunned.

The unicorn also looked up, revealing steely grey eyes, that seemed to be a close match to his short mane and tail, which were a pale grey, streaked with faded blue. "Starfall?" the unicorn replied, though his surprised tone was also laced with a touch of loathing that Starfall did not fail to notice. "What in Equestria are you, of all pegusi, doing here?" he asked, though it sounded more like a demand.

Starfall frowned slightly, resisting the urge to step back, knowing he would bump into and probably upset the pony in front of him in the queue. Cosmo, as the stallion's name was, had been a foalhood friend of his. But the two of them had been through a rather unpleasant falling-out, leaving Starfall lamenting the loss of the pony who had been more or less his only friend until Twilight had come along. Cosmo, on the other hoof, seemed to have developed a lasting hatred of the yellow pegasus, though the details of Cosmo's reasoning pained Starfall too much to even think of.

"Nothing," Starfall replied to Cosmo's question, knowing where his former friend was heading with the conversation, and seeking to avoid it at all costs. "But you still pushed in front of her," he pointed out, attempting to get back to the real reason he had spoken up, noting that the cross-eyed mare was looking at him with no small amount of surprise. _Probably not used to having anypony stand up for her,_ Starfall thought with bitter cynicism. "Just let her back in line where she was," he added, attempting to resolve this in a somewhat friendly manner.

Cosmo simply snorted in response. "She wasn't in the line when I got here," he snapped back, Starfall cringing both at his confrontational tone, and the fact that their argument was drawing looks from the others in the queue.

"She was, and you know that perfectly well, Cosmo. She was just reaching over to grab something from the shelves next to the queue. That did not mean she had left the queue, now let her back in."

Cosmo opened his mouth, his glare turning even nastier as he prepared to retort rather nastily, before another pony, a slightly older mare this, spoke up, from a few places in front of Starfall.

"The young pegasus is correct, sir," the Earth Pony said, sounding like she was part of Canterlot's upper-class, which Starfall knew for a fact she was, even if she was not terribly well-known. Her grey coat, along with a darker, charcoal-hued mane and tail, both of which were long, straight, and sleek, clearly well-tended, identified her as none other than the primary cello player in the Canterlot Grand Orchestra, known to most of the public simply as Octavia. Her treble clef cutie mark only served to throw away any doubts Starfall could possibly have.

Cosmo turned his glare on Octavia, pausing as he obviously recognised her as well, those faded purple eyes giving him a simple, silent message...everypony knew he was the bad guy here. Cosmo, however, did not seem too troubled. "Well, I stand by my story, and I'm not moving. Are you really going to make a big scene over this, and over her?" he asked, giving the cross-eyed pegasus a look that made her take half a step back, lowering her head sadly.

Octavia gave a derisive sniff in Cosmo's direction, but otherwise turned back forward and let the matter go, clearly thinking Cosmo was not worth making a scene over. Starfall tried to come up with some way of helping the poor mare, and just as he, too was about to give up and let the matter drop, he looked up again, smiling as he found the mare again. "Excuse me, miss," he called, making the grey mare look up at him...or at least Starfall thought she did, it was hard to tell with her strange eyes. He then gestured, taking a step back so there was a small gap in the queue. "Come on, hop in front of me, I don't mind," he said encouragingly, ignoring Cosmo gaping at him.

The pegasus looked at him strangely for a few moments, seeming to be slightly disbelieving of him. When he gestured to the gap in front of him again, though, she gave him a wide grin, hopping passed Cosmo to settle in front of Starfall, who noted the seven bubbles on her flank. He had no clue what that kind of cutie mark would represent, though.

As the pegasus mare took her new spot in the queue, she turned back and gave Starfall a bubbly smile. "Thanks, mister! You're really nice!" Her voice was rather deep for a filly, but had a loud, cheerful air to it, despite the slight slur to her words that only confirmed Starfall's suspicions that the mare probably suffered some mild mental affliction.

He gave her a small smile back. "It was nothing, really," he replied softly, once more trying to divert attention away from himself. Octavia seemed slightly impressed by the way he'd resolved the situation, sacrificing his own place in the queue and getting back at Cosmo in a way in which he could not retaliate against without causing a huge scene, while others in the queue seemed to be waiting to see what happened next...Starfall could tell Cosmo was absolutely furious, since he could feel the unicorn's eyes boring into the back of his mane.

The grey mare grinned once more, before speaking up again. "Not many ponies are very nice to me. My name's Derpy Hooves! What's your name?" she asked, still as cheery as ever.

Starfall gave her a slightly odd look at her excessively bright attitude, but eventually shrugged it off. "My name's Starfall," he said, trying to be as quiet as possible about it, remembering the stares he kept enduring.

"Starfall?" Derpy repeated, much more loudly than Starfall wanted, making the young stallion cringe. "You mean the same Starfall that Princess Luna's teaching about the stars?" she asked, sounding even more excited than before.

Starfall groaned as everypony turned to look at him, the stares and whispers starting up as they all finally recognised him. "Yeah..." he muttered reluctantly. "That's me."

Derpy giggled. "Awesome!" she cried, nearly knocking a sweet stand over as she hopped around excitedly, her eyes going even more crossed than usual in the process. "That must be so exciting! I mean, I sort of met Princess Luna last Nightmare Night, when she visited Ponyville, where I live, but I didn't get to actually talk to her!"

As it was, Derpy spent the rest of their wait in the queue talking excitedly to Starfall, and while Starfall could not understand the clumsy pegusi's cheerful nature in the face of her condition, he kept his patience with her, and by the time they parted ways as they left the mall, Starfall noted with a slight smile, and a hint of worry, that he seemed to have just made another friend.


	11. Chapter 11: Backwards and Forwards

**_Author's Notes:_**_ Three days, three chapters...I think that's a new record for me. As always, though, I must warn you not to get too used to this. My muse can be extremely fickle, but for now, enjoy the productive period while it lasts._

_Before I get answering reviews, I probably ought to add a correction to a little rant I made last chapter, since I'm afraid I may have been a little harsh when stating that I will not change my story on the whims of a few naysayers. By all means, I am very happy for readers to offer suggestions on what they think should happen, or what they hope will happen, and constructive criticism is ALWAYS welcome. But please, do not try and demand or bully things out of me...anyone attempting this will generally find themselves being ignored. Hopefully that has helped clear things up a little._

_Another thing I need to clear up is the requests I'm currently taking. I have had one request for an OC inclusion, Starburst Shower, from "Princess Luna of the Night". While I thank you for the request, I was not looking to include OCs. What I was requesting was to see what ponies from the show people like that they want to see included, such as Derpy, Lyra, Octavia, and Doctor Whooves, all of whom have already appeared, along with a couple of others. These ponies have all featured in the show itself, but are generally relegated to the background, and I have an interesting in exploring a couple of them, and what makes them tick. I can assure readers that Derpy, Lyra and Doctor Whooves are all lined up to have future appearances, and what I'm looking for is to see if anyone knows any other ponies from the show they would like me to mention and give a little tribute to, such as Bon Bon, Berry Punch, etc. Hopefully this finally clears that up._

_Now, to answer a couple of reviews, first to "SilentPony", Star Hunter's role is something I won't elaborate on just yet, because of plot spoilers...but I think you'll find it interesting. I'm glad my portrayals of both Derpy and Octavia seemed to go well, though I doubt we'll see Octavia again. Derpy will reappear though, and may actually become part of the plot. And yes, the pseudo-romance scene was interesting...the story will finally begin to move along, as this chapter should attest._

_Back to "Princess Luna of the Night", I'm glad you think I'm keeping the ponies true to their show-personalities, since that is my intention right from the beginning. I try and stay as true to the show as possible, and hope to continue that trend to everyone's satisfaction! As for Luna's character, I thank you for pointing that out, but I can say that there is a reason for the slightly repetitive behaviour, and that the cycle should end with this chapter. As for the spelling mistakes, as I have mentioned in my notes, my beta reader has not been available for the last two chapters, any spelling mistakes in them are my fault, and mine alone. Also remember to note that Australian English is based off of British English, and as such, many words have slightly different spelling. I'm not saying all the mistakes are because of that, just to take note of that when you see these things...I know I can goof up quite a lot. And thank you for the beta offer and OC request. My primary beta-reader is back in business now, but I will keep you in mind should anything come up again. As for your OC, since I'm not looking for totally original characters, I highly doubt I will use him, but again, I'll keep it in mind._

_And finally to "trigr"...I doubt I will expand on all characters, as I said, this will probably have been Octavia's only appearance. I can guarantee though that Derpy will be expanded upon!_

_**Update - April 10th, 2012:** I did an unforgivable thing, and forgot to thank "DiamondGirl400", who has returned and betaed this chapter for me! There will be a noted improvement in the quality of Luna's speech, I believe you'll find.  
><em>

_And after my longest set of notes in this story so far, I think I've babbled on enough. Thank you for the reviews, faves and alerts, and without further ado; read on!_

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><p><strong>Chapter 11<strong>

**Backwards and Forwards**

After the incident in the mall involving Cosmo and Derpy Hooves, Starfall's life returned to a sense of normality for the following week. He did not see Derpy again after that day, and simply assumed she had returned to Ponyville, where she had mentioned living. The little piece of information had made him ask if she knew a young mare about their age called Twilight Sparkle. Derpy had replied that while she did not know Twilight personally, she did know one of the unicorn's closest friends, a pegasus called Rainbow Dash, who she was on relatively good terms with.

Starfall also never saw any more of his former friend Cosmo after that day, and though he didn't like admitting it, kind of hoped he did not bump into the black unicorn again. With the way Cosmo had reacted to him, he would not put it past Cosmo to try and hurt him in some way. It seemed that, even after nearly two years, Cosmo still had not forgiven Starfall for what had happened...

Then there was the matter of the two fillies who had casually passed off a rumour within earshot of Starfall about him attempting to get cosy with Princess Luna. While it was true that many colts and stallions had dreams of marrying either of Equestria's ruling alicorns, Starfall knew it was a dream nopony could possibly hope would become reality. Even so, over the next week, his mind refused to leave the subject alone, forcing him to beat back several daydreams daily of him and Princess Luna in situation that could be easily interpreted as more than friendly, should anypony find a way of accessing his thoughts.

In an attempt to banish these daydreams, Starfall simply poured himself harder into his studies during his evenings with Princess Luna, as they covered material on the planets hovering distantly in the night sky. Learning about their odd, and sometimes downright strange orbital patterns, along with the ways one could differentiate them from a star, even with the naked eye. Towards the end of his first week of actual study under the Princess of the Night, he had learned more about the planets than he had in his entire life, and now felt he had a much better understanding of not only the distant worlds, but also of the night sky in general.

But as intensive as his study regime was, Starfall had noticed that Princess Luna was giving him looks that grew more and more surprised each day. Eventually, on Friday, after five nights of exhaustive study of the planets, Starfall put down his quill, having just taken some more notes on a particular planet they were focusing their studies on, only to look up and find Princess Luna once more giving him that look. It was like she wanted to say something, but at the same time was reluctant to say it.

"Uhh, Princess Luna?" he called tentatively, gently seeing whether she was going to say whatever was on her mind. "Is something wrong? Did I miss something in my notes?" he asked, sounding almost wary...her fiery temper that had been prevalent when they had first met was still fresh in his memory, and he had no desire to repeat the experience tonight, or any time at all while he remained her student.

Princess Luna blinked, looking at him like he had just snapped her out of a particularly deep set of thoughts, before shaking her head. "No, no...'tis nothing, Starfall. Return to thy studies," she assured him, though Starfall could tell she was being far from honest. Figuring it was not his place to pry a Princess about her troubles, though, Starfall did as he was requested, once more heading over to the telescope to continue tracking the planet's orbit.

He had noted, as his books and studies had backed up, that this planet had a rather odd orbit. It would make it's way along the southern side of the sky, as any other star, or even the sun might in winter. But then, about two thirds of the way across the sky, it would slow down, stop, and start to backtrack, retracing it's steps through the sky. He had been tracking this reverse orbit for almost two hours now, and noted that it was slowing down in the sky once again.

Over the next hour, Starfall kept making notes on the planet's position in the sky, and was stunned by what the figures were telling him. The planet had slowed it's reverse orbit to a complete stop, and was now resuming it's old, normal orbit, heading back the way it had originally been going when it had first made its way above the horizon.

Starfall was both baffled and amazed by this phenomenon, but did not speak up, instead continuing the track the planet's path, and keep regular notes on it. But he found that there was little of interest left to document. The planet seemed to be done with it's strange dance, and was heading with apparent purpose towards the south-western horizon once more, and speeding up as it went.

Some time later, as the planet finally faded below the horizon, Starfall finally packed up the telescope and went back to his desk to assimilate his notes and consolidate them into something a little more substantial than a series of numbers and figures with scribbled notes stuck in the margins and between the numbers. Princess Luna had apparently decided that this planet was the one they were going to study exclusively for the next few weeks, and Starfall figured that it's erratic orbits, and reasons behind it, were one of the reasons for her choice. He did have to admit that, despite having a greater affinity for stars over planets, that this strange orbital path had left him fascinated, and curious about it. He figured that the next lesson would be more theoretical than today's practical approach, probably learning about the nature of the planet's orbit, and why it was like this.

As he got his notes and observations neatened out and explained in better detail, he noted that the lesson only had fifteen minutes left to it. It was at this point that Princess, as was her habit, came over to his side, looking at his work over his shoulder, once more giving a strange look at his progress. "Very well, Starfall, we think thy work is more than adequate for tonight. Thou hast made greater progress than I had predicted once again," she commented as an aside note, almost to herself, leaving Starfall nodding, smiling slightly at the compliment, before moving to pack up, stopping only on two occasions to add a little something to his findings as a new thought or idea struck him.

Sure enough, Starfall found himself packed up ten minutes early, looking over to Princess Luna, wondering if she really intended to finish the lesson early...something she had adamantly refused to do before now. Sure enough, before Starfall could even pose the question, she nodded, gesturing to the door in a distracted manner...a manner which extended to her tone as she spoke up. "Move along, young Starfall. We shall continue this lesson tomorrow evening," she insisted.

Starfall gave her an odd glance, giving her one last chance to say what was leaving her distracted to the point where she was treating him with something akin to kindness, before finally moving to leave. "Okay, then. Thank you, Princess Luna. I guess I'll see you tomorrow," he said, a little awkward at the strangeness of the conversation, before moving to leave.

As he reached the doorway though, Princess Luna's voice made him stop. "Wait, Starfall." Despite the apparent demand in her wording, her tone was soft and reluctant...clearly having an internal battle over whatever she was about to say.

Starfall turned, respectfully facing her, but otherwise remained silent as he waited to see what the Princess would say, if anything. After several moments of awkward silence, the Princess of the Night finally spoke again. "We...there is something we feel we should say. But we are not sure how to say it..."

Starfall really did not know quite what to say to this, especially since he did not have the faintest clue what Princess Luna was trying to say. A few possible responses came to mind, but he rapidly beat them back, trying to focus on the Princess was actually saying, and not what his mind was trying to suggest she would say.

"We..." Princess Luna got off to a staggering start, before appearing to gather herself. "We feel we owe you an apology, Starfall," she finally managed to say, Starfall blinking at her in stunned disbelief.

He had heard her words, and understood them, but to him, they just did not make any sense, coming front the Princess of the Night. "I don't understand, Princess. What do you think you need to apologise for?" he asked.

"Please, Starfall, spare the foolish act, we both know the reason for our apology," Princess Luna replied, her tone only marginally irritated. Despite her accusation, she ploughed on regardless. "We realise that our attitude towards thee has been...unpleasant, to put it mildly." She seemed to have gotten over the hardest part of what she wanted to say, once more charging ahead before Starfall could reply in any fashion. "We have been very hard on you these first weeks, and let our initial opinion of you cloud our judgement."

That last statement allowed Starfall to put the pieces together, and finally understand what Princess Luna was trying to say. After their initial meeting, in which she accused him of some rather serious crimes, she had been unable to get the idea that he was some kind of criminal out of her mind, and had been treating him as such. But from what she was saying, she had woken up to it, and was trying to apologise for it.

"After accusing thou of discovering the secret of the stars by unpleasant means, we fear we let our initial judgement of thee cloud our observations of thee, trying to see thou as the criminal we were sure thou were. Instead, we are forced to admit our mistake. Thou hast proven thyself to be an incredibly hard worker, and intensely focused on the studies we have arranged. We apologise for treating thee with such hostility, and hope to improve our attitude in the future."

Starfall had to admit to himself that this was probably one of the strangest situations he had ever been in. Here he was, with the Princess of the Night, in said Princess' personal study area, in the middle of the night, having said Princess apologise to him for treating him rather harshly since they had first met, a meeting which Starfall knew beyond any doubt had not left a good first impression.

Finally, after a few moments, seeing Princess Luna staring at him expectantly got him to get his throat working again. "Princess Luna, I know we didn't get off to the best start, and that was always going to cause problems. And as my mentor, I believe pushing me hard is almost in the job description, even more so when you account for the advanced studies I'm doing."

Princess Luna seemed surprised by his response, and her own words confirmed it. "Starfall, we feel there is a difference between pushing somepony to doing their best, and just being horrible to them. We crossed that line before we even commenced thy studies."

Starfall nodded, understanding her explanation, and even if he realised that she was right, he really did not hold it against her. "Princess, like I said, we got off to a bad start. You thought I was a criminal...you were always going to be suspicious of me for a while, even if I am glad you don't think that way about me any more. In any case, Princess Luna, I accept your apology," he added, offering a small smile.

Princess Luna gave a relieved smile of her own back. "We thank thee, Starfall. And we hope to improve our behaviour into something befitting a Princess of the Night." She paused, briefly, looking out the window to the night sky, before turning back. "It is late, and we have kept thou long enough, Starfall. We shall see thou tomorrow," she added.

Starfall bowed, doing a good job of containing his joy as Princess Luna nodded respectfully. It looked like they were finally going to turn a page, and with any luck, the next few weeks would be a lot more pleasant. "Good night, Princess," he said as he made his out of her study, ready to head back to his tower and get a good night's sleep.

But Princess Luna's final, parting words left Starfall with the feeling the next few weeks were going to be some of the best he had ever had in his life. "Starfall? Feel free to just call us Luna."


	12. Chapter 12: Wild Accusations

**_Author's Notes: _**_Okay, and I thought three chapters in three days was above my usual standards...four for four is definitely a personal record._

_This chapter's a little on the short side, but there should be enough to keep you amused...and it's basically a big set-up for the next part of the story, which is going to get interesting._

_Now, I noticed a couple of comments have been made regarding my inclusion of a planet with a very odd orbital path. I remember reading somewhere about just such a phenomenon (and I know I just sounded like Twilight Sparkle, don't laugh!). Don't hold me to this, because I have not read any astronomy books recently, and don't know if any more up-to-date books include a mention of this, but I did read in an astronomy book that the path Mars takes across our night sky does just head, travelling along the sky, before stopping, backtracking, and then finally turning back around and heading off on it's original path again. I just thought such a strange and unique thing ought to be included, since I haven't given a lot of detail regarding Starfall's lessons up until now._

_Now, on to my review answers! Firstly, "trigr", I may yet find some way of incorporating this planet's odd orbital pattern into some later part of the story...but for now, it's just a quirk I remembered about real life astronomy that I thought I'd include._

_"Princess Luna of the Night": Thanks once again for your little critiques. I went back and corrected my reference to Derpy as a 'he'. Guess I didn't hit the "s" on my keyboard hard enough. As for your requests of including Vinyl Scratch (aka DJ Pon-3) and a reformed Gilda; our favourite pony DJ is likely to make an appearance some time in the fic, though probably not for a while. As for Gilda...sorry, but that's unlikely. Gilda is a character who's generally associated with Rainbow Dash, and as much as I like Dashie, the rainbow pegasus doesn't have much of a role to play in this fic. I'll see what I can do about at least mentioning Gilda, though. And finally, your idea about a Nightmare Moon-based dream that affects Starfall has helped flesh out some ideas I have. I won't say what ideas, or how much your suggestion will be used, but I will say that you have helped immensely, so thank you!_

_"Antrxx": If you watch the episode of the show called "Luna Eclipsed" (Season 2, Episode 4). Luna briefly mentions that 'it is tradition to speak using the Royal "we"...' Apparantly royalty used to refer to themselves in plural a thousand years ago, in the time before she was banished to the moon. I don't know whether this is based on real-life medieval royal social customs, but since it was how she spoke in the show, it's how I'm portraying her in my story._

_"SilentPony": Starfall's responsibility to teach Luna about modern social customs and such will be appearing soon...I have plans for that, in a sense._

_And of course, to everyone else who I haven't mentioned, and all those who have favourited and alerted both this story and my profile, a huge thank you. I may not point you all out personally, but I do read all the reviews I get, and the time you take to leave them is acknowledge and appreciated!_

_Once again, a huge thanks as always to "DiamondGirl400" for beta-reading! It's great to have a second set of eyes looking over these chapters before they're posted!_

_Now that I've made these notes almost as long as the chapter, I'll quiet down and let you all get on with the story! See you next chapter!_

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><p><strong>Chapter 12<strong>

**Wild Accusations**

With his usual, cynical approach to life, Starfall was having a hard time believing that things could be going so well for him, as they were now. Not even the stares and whispers he continued the receive whenever he went out in public, which were growing more frequent as the word spread of his studies, could dampen his unusually high spirits.

His studies under Princess Luna were going better than either he or the Princess of the Night had predicted. He was learning more about astronomy and the cosmos than he had ever predicted. It was a fascinating and captivating field, and he was learning new things every night. He was also surprising Luna, as she had requested he call her from now on, by how well he was keeping up with the study schedule she had made. He was at this point a few days ahead of where the Princess had initially predicted they would be. Not that it was any significant advantage, though. Starfall understood that his studies under Princess Luna would take years to complete.

All in all, for Starfall, life was at an unusual high point, along with his mood, as he shut the front door of the tower Twilight had let him stay in one early afternoon, intending on relaxing for the rest of the day until it was time for him to make his way to Luna's study to begin another night of planet-study.

In his mouth, he held a sealed scroll, a letter from Twilight Sparkle, according to the writing on the outside. While it brought a smile to his face to know the unicorn had not forgotten him, he did wonder what she was writing to him about. He hopped onto a couch in the living area, before breaking the seal on the scroll and unrolling it, seeing what Twilight wanted to say. A long scroll filled with neat, precise writing greeted him, giving him more than a few smiles as he read.

_Hi Starfall!_

_How have your first few weeks been studying under Princess Luna? I'm sure you're learning all kinds of amazing and wonderful things. I'm actually kind of jealous...I know, it sounds weird, coming from the personal student of Princess Celestia, but it's true. Maybe if you ever come and visit at Ponyville, you can show me a few things you've learned from her!_

_Speaking of Ponyville, word has spread really fast about you from Canterlot...I do hope all the whispers and rumours aren't getting to you. I know I get them because of my studies under Princess Celestia, and it can get annoying at times. Just ignore them as best you can._

_I told all my friends about you, and they all really hope you come down and visit so they can all meet you. Pinkie Pie wants advanced warning of when you'll arrive, so she can throw a big welcome party for you. I just thought I'd warn you ahead of time, since Pinkie's parties can be, well...wild._

_Rainbow Dash, another one of my friends, wanted me to add this in, too...she's actually watching me write this. Anyway, she says she was talking to one of her other friends, a pony called Derpy Hooves, who you apparently helped out in Canterlot. Dash wants to pass on her thanks, apparently Derpy doesn't often receive kindness like that. I'm afraid I don't really know Derpy myself, so I'm hoping you understand what she's talking about._

_Anyway, I'd better wrap this letter up. I really hope you can find some time to come to Ponyville soon, and if not, I at least hope you can find time to reply to this!_

_Hope your studies continue to go well!_

_ Twilight Sparkle_

Starfall smiled as he reached the bottom of the letter. It seemed Twilight wanted to keep in touch with had a nagging suspicion that the chances of their friendship being long-term were slim at best, but he had difficulty admitting to himself the reason for that, let alone admitting it to anypony else.

The quick part about a friend of Twilight's called Pinkie Pie wanting to throw him a big welcome party left him feeling nervous already. Twilight had previously mentioned in passing that Pinkie Pie seemed to be friends with the entire town, and based on what Twilight was suggesting about her friend, she would probably invite the whole town to the party as well...not something Starfall's anti-social tendencies really wanted to deal with, even in the future.

The mention that the way he offered a helping hoof to Derpy Hooves had gotten back to one of Twilight's friends had his self-consciousness make itself heard, even though he was currently alone. He had just wanted to help a pony who was obviously too used to being pushed around, thanks to whatever condition she suffered from, and didn't expect, or want the praise. Even so, it was rapidly becoming apparent that he was gaining a lot of attention from Twilight's friendship circle for his actions, and even though he knew he would have to visit Ponyville at some point. He was not sure how his social inability would take having so many ponies trying to get to know him.

On top of that, the whispers and rumours about him were spreading far beyond Canterlot now. Ponyville was now talking about him, and he wouldn't be surprised if places like Manehatten and Las Pegasus were full of rumours about him and the Princess.

Starfall could feel himself blushing as he was reminded about the rumour of him attempting to get cosy with Luna. The rumour had taken hold, apparently, and the details were starting to grow wilder, as some whispers had recently accused him and the Princess of using the study sessions as a cover, when they were actually secretly dating.

The trouble for Starfall was, try as he might, that particular rumour was one he could not stop thinking about. The rumours about him possibly trying to get close to the Princesses because he was an assassin attempting to take down the Royal Family were so ridiculously outlandish he could easily ignore them, and even laugh about them in private. But the various romantic rumours kept invading his thoughts.

He just could not understand the rumours. She was a Princess for Celestia's sake! Sure, she was pretty; Starfall knew most stallions preferred the elegant beauty of Princess Celestia, but there was something to be said about Luna's simpler, but no less majestic looks. There was enough in her slim physique and glittering, flowing mane to show she was royalty, but she did not appear to make an overly huge effort to beautify herself for the public, going with a simpler approach that Starfall had to admit he liked.

Many of the whispering ponies seemed to think Starfall must like something about Princess Luna's more blunt personality, and while Starfall could say that Princess Celestia's all-around kindness and tolerance was sweet, there was something about Princess Luna. She could be very temperamental and judgemental at times, and it seemed that this side of her personality was what most of the public knew her for, but Starfall was seeing more and more of the true alicorn underneath Princess Luna's hard exterior. Her temper seemed to be born from a sensitivity, one she tried to cover up, and Starfall had the feeling that she tended to judge ponies quickly because a lot of the public was very quick to judge her. But underneath it all, she could be a kind and honest pony, even if she was worse than even Starfall himself was when it came to social skills.

Some ponies had combined rumours of his attempts to woo Princess Luna with the rumours of him attempting to overthrow the Royal Family, suggesting that he might actually be trying to bring back Princess Luna's frightening powerful and dark alter-ego, Nightmare Moon. While many ponies still remember the night on the eve of the Summer Sun Celebration that Nightmare Moon escaped her thousand-year exile on the moon, only to revert back to the good Princess Luna under circumstances which had been labelled a Royal Secret, and therefore classified to the general public, Starfall felt like he had little to fear from Nightmare Moon.

Despite the legends asserting that Nightmare Moon had come about as a result of Princess Luna's jealousy and hatred of her sister's popularity, Starfall got the sense that the rise of Princess Luna's alter-ego had not entirely been her own doing. For all her blunt, temperamental ways, Starfall could tell that she was a pony who, even if consumed by jealousy over something, would never resort to such a dark attempt at petty revenge, especially on the scale that Nightmare Moon had attempted. What Starfall remained unsure about was how Nightmare Moon had manifested herself. Had Princess Luna stumbled across some kind of dark magic she had been unable to control...or had some evil pony done it to her, pulling the strings from the shadows?

Realising he was getting off topic, Starfall reigned in his thoughts, and got back to the issue at hoof. The point was, that for all of Princess Luna's attractive qualities, at least in Starfall's mind, he was in no way at all thinking about her that way. She was a thousand years older than him, and co-ruler of Equestria, not a pony who would ever consider somepony as common and simple as him in that sense.

But even as he thought about it, he froze, blushing hard...realising that, in his attempts to refute the accusations of him being after the Princess' affections, he had just proven to himself that she had many qualities Starfall knew he liked in a mare. "Oh, Celestia..." he groaned to himself, realising what he had just done.

In his attempts at denial, he had just found confirmation. Even if the rumours were based entirely of some random pony's funny bar tale, Starfall realised he could no longer lie to himself. As much as he knew nothing would ever come of it, he was forced to admit, if only to himself, that he now had a crush on the mare least likely to ever return any kind of affection to him. He had a crush on Princess Luna herself.


	13. Chapter 13: Staying Focused

******_Author's Notes: _**_Okay, this one took a little longer to get out than I would have liked, but still, I hope the wait wasn't too long!_

_Now, considering the sheer number of reviews I've received in this time, I'll see what I can do about answering them in short bursts, because there are a few things I think I need to cover._

_"SilentPony": While your idea for having a chapter from Princess Luna's perspective does have merit, I'm afraid the odds of it actually happening are highly remote at best. My writing, while done in third-person, tends to focus on one character, and their perspective, for the duration of the story. In this case, that's Starfall...the idea behind this is to layer on some suspense, to leave you as in the dark as Starfall about Princess Luna's feelings. Because that sense of suspense is a crucial element of the plot, I'm afraid there's not much I can do in the way of your request._

_"Princess Luna of the Night": It is such a refreshing change to have a reviewer willing to stand up and point out where I'm going wrong! This constructive criticism is seriously helpful! The repeating adjectives seems to be a bad habit of mine...one I've been trying to change, but thank you pointing out that it's still persisting. As for the lack of colour usage in descriptions...I'm afraid colour has always been something of a difficult task for me to properly identify, as I'm quite severely colour-blind. I use information on wikias and such to find out the color of ponies to help describe them, but such descriptions of environments are usually not available. I'll endeavour to improve on this, but I can't promise much._

_"VirusChris": That's impressive of you to pick up on Starfall's lack of flying so far in the story, although as to your theory/suggestion, I remember describing him as having flown to Canterlot for the Cosmic Exam way back in Chapter 1, which rules that out. As it is, though, his tendency not to fly is pretty similar to the way Fluttershy tends to keep her hooves on the ground...he's not exactly a weak flier, he just doesn't see why he needs to take flight for every little thing. As for his falling-out with Cosmo, I have already got reasons and backstory well-formed in my head. It might take a while to be revealed, but don't worry, it will be explained._

_And of course, a huge thanks to all my other reviewers, and all those that have favourited and alerted this story...this is rapidly becoming one of my most-reviewed, most-watched stories, which is really kind of humbling._

_And as always, a big thank-you to "DiamondGirl400" for beta-reading, and saving me from certain humiliation for doing so! Without any further ado...read on!_

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><p><strong>Chapter 13<strong>

**Staying Focused**

Starfall's self-admission that he was rapidly developing a strong crush on Princess Luna did little to help him in the following weeks. While he did get on with his life, writing back to Twilight Sparkle and continuing with his studies, he found it was getting harder and harder to focus on whatever task he happened to have on hoof at the time.

Now that he was aware of his own crush on the Princess, his feelings were not only impossible to ignore, but also growing stronger all the time. Whenever he left the tower, the whispers he heard around now made him nervous, rather than amused, starting to worry that, despite the rumour being based on wild and baseless accusations, that ponies might start working out the truth. And whenever he wrote his occasional letters to Twilight, he took great care in checking over them afterwards, to make sure he gave no hint of his crush on the Princess. He very much doubted his friend would take that news too well, being a student of Princess Celestia herself.

But the most nerve-wracking and downright scary times were during the study sessions themselves. For hours at a time, he was in Princess Luna's presence, and Starfall was always glad to see her now that she was more friendly with him, he was terrified of her finding out about his crush. He tried to keep his composure as much as possible, but Starfall could tell it was affecting his studies...and he was sure Luna could tell, as well.

For now, though, Starfall was unable to think up a solution to his problem, meaning that until such a time that he did come up with one, he was stuck just trying to hide his nervousness and get on with his life...which was rapidly becoming more and more stressful.

In an attempt to make up for his slipping performance, Starfall had once more taken to studying in his tower whenever he had the chance, finding that, especially regarding theoretical work, which he could do during the day, he was able to continue at his normal studying pace, which also seemed to have the added bonus of keeping the Princess of the Night happy.

It was this attempt to both keep up with his studies and distract himself from his new-found crush that saw Starfall in the upstairs study area of his tower, sitting at a desk he had moved to allow him to take in the breathtaking view of outer Canterlot the panoramic windows up here provided, an astronomy book open to one side, and a piece of parchment in front of him he was writing on, taking notes both from the textbook, and his own personal observations of the night sky the previous night, his focus still dedicated to the planets.

In this case, he was researching a particularly distance planet...so distant much of it was still a vast mystery. One thing that was well-known about this particular planet, though, was that despite it's extreme distance from their own world, it was just barely visible without the aid of telescopes, meaning that the planet must be huge. Starfall had since learned that this gigantic planet's immense gravity was the reason meteor showers...and by extension, meteor strikes, were very rare in Equestria. This planet had a miraculous tendency to pull a large number of comets into it's path, dragging them away and keeping their own world safe.

For Starfall, though, this was a cold sense of comfort...that to him, actually was not all that comforting. But he cast the dark thought aside, and diligently continued with his studies, focusing harder than before in an effort to get his studies on this particular planet over and done with, and move on to the next one.

But even as he made some more progress, getting an impressive section of work done, he looked back towards the stairwell as he heard a knock on the door, making him pause. Very few ponies were aware that he lived here, so who would be calling?

Putting down his pen, Starfall got up from his desk and made his way downstairs as the visitor knocked again. When he finally pulled the door open, he was surprised, to say the least, to find Princess Celestia standing there. What was she doing here, of all ponies?

He quickly gathered himself though, offering the Princess a bow. "Uhh, good afternoon, Princess Celestia. What brings you here?" he asked, genuinely curious and baffled as he gestured for her to come inside.

The Princess of the Sun gave him a small smile, and a nod of greeting, before making her way inside. "Good afternoon, Starfall. I hope you are well?" she asked, her voice kind and gentle, yet somehow still having that air of authority.

Starfall nodded. "As well as can be expected, Princess," he replied, before looking up. "Would you like something?"

Princess Celestia shook her head. "I'm afraid I can't stay long, so I'll be relatively quick. First off, since I haven't seen you since you began your studies with my sister, how are they going?" she asked, sounding genuinely curious.

Starfall smiled, glad to see that even if Princess Celestia was just checking up on him, that there did not appear to be a specifically bad reason to have made her visit. "I've learned so much in these last few weeks, Princess, it's amazing," he replied enthusiastically. "Princess Luna has helped me learn so much that I struggled with when I studied the stars alone...so much that I never even thought was there to learn in the first place!"

Princess Celestia smiled, obviously pleased with Starfall's enthusiasm. "I am you are taking to you studies so well, and while I am glad things are going so well there, that's not the real reason why I'm here. I'm here because of Princess Luna's studies on the modern world..and her distinct lack of progress so far."

Starfall's mouth did a complete one-eighty at that, his smile turning into a sheepish, guilty frown so fast one might have thought he had not been smiling at all since Princess Celestia's arrival. "I...well..." he stuttered, trying to explain his reasoning why Princess Luna's studies on modern society had not yet commenced. In the end, though, he was just shut his mouth, knowing he did not have a viable excuse. He had let Luna's superior authority as royalty intimidate him into letting her off the hook for now, and every time he had brought the matter back up, Luna had always found some excuse, which Starfall had unquestioningly accepted.

Princess Celestia had obvious figured out that much as well, sighing. "I see my sister's reluctance is still causing her problems," she said softly, her tone suggesting that while she was disappointed, she had also predicted this to some extent. "Starfall, I understand that my sister is reluctant to do this, and she may be using her intimidation and her status to pressure you into leaving her alone...but this is something that needs to be done, the sooner the better. Sooner or later she is going to make a mistake that seems right based on her out-of-date knowledge, and I'd really prefer it if we could educate her before that can happen."

Starfall nodded to show that he understood, but kept his head low, his guilt obvious. He had known this when Princess Celestia had asked him to help when he had first met the Princesses, and still had not tried hard enough. "I'm sorry, Princess," he said softly. "I'll try and get the first lessons under way tonight," he added as a promise.

Princess Celestia nodded. "I will be speaking with my sister this evening before your next lesson. I had heard that at present, you are ahead in your studies. As such, I will recommend to my sister that she only have your studies take up half their regular time, so you can make a start on teaching her about our modern ways," she explained, Starfall nodding in agreement. It sounded like a solid, viable plan...as long as Princess Luna agreed to it.

Starfall stood there in silence with the Princess for a few moments, before clearing his throat. "Umm...is there anything else you wanted, Princess?" he asked as politely as he could.

Princess Celestia seemed to think for a couple of moments, before shaking her head. "That was the purpose of my visit, although before I go, may I add that I am glad you are keeping in contact with my own pupil. Twilight Sparkle does have friends back in Ponyville, but she has gotten into the habit of keeping herself confined to this small group. I am glad that you are helping her expand her friendship group. She is a wonderful student, but has always been a little awkward in social situations."

Starfall gave a soft smile, nodding. "Thank you, Princess," he said, clearly humbled by the praise as the Princess made her way back to the door, Starfall moving to open it for her as she walked out. He had noticed that Twilight was not exactly a social butterfly, her letters tending to speak of only five friends she considered herself close to, and even then, details were sparing, Twilight explaining that she wanted to surprise him with their meeting whenever he decided to visit Ponyville.

But Starfall was snapped out of his thoughts as Princess Celestia stopped just outside the door. "Oh, and Starfall? About you and my sister..."

For a brief moment, while the Princess paused to make sure Starfall was listening, the young pegasus had to fight to contain and hide his growing sense of panic. Did Princess Celestia know of his crush on Princess Luna? What was she going to say? The possible repercussions of the Princess of the Sun knowing about his growing infatuation with her younger sister saw him struggling to maintain a straight face.

No matter what she said, Starfall had some small relief when the Princess continued, glad the wait was not being drawn out. "I am glad you have managed to start of friendship of sorts with her. I'm afraid my sister is something of a social outcast, and I am relieved to see her finally making a friend. I want to thank you for being so open-minded with her, and showing her such kindness."

Starfall could have collapsed with the sheer amount of relief he felt in that moment, but through a gigantic effort, managing to keep his composure...although he couldn't quite suppress the sigh he felt. He just hoped any relief that was noticeable would be assumed to be based on his earlier fear of being reprimanded for not getting the Princess of the Night to start learning about the modern world.

After a moment, he finally got his voice under control again. "Thank you, Princess. Princess Luna is a wonderful pony, even with her social awkwardness," he added, thought kept his mouth firmly shut after that, afraid he might have hinted a bit too much there.

If Princess Celestia suspected anything, though, she did not mention it, giving Starfall a warm smile, as she turned to leave. "I'm glad you think so, Starfall. Good day."

As she disappeared down the outer spiral staircase to the foot of the tower, Starfall shut the door, slumping against it and heaving a sigh of relief. His feelings for Princess Luna were starting to get away from him. Unless he did something, and soon, Starfall knew it was only a matter of time before he said or did something that revealed his crush...and Starfall had huge doubts as to whether that revelation would get a positive response from anypony he knew.


	14. Chapter 14: Role Reversal

****_**Author's Notes:** Okay, another chapter. And may I add that when I started this chapter, I didn't have big plans for it...just a quick filler to move the plot on. Instead, it has grown out, literally as I typed it up, and become one of my personal favourite chapters, and a chapter that has some critical character development, so readers may want to pay close attention here._

_Also, just this morning (April 22nd, 2012 Australian time), I watched the 2-part Season Finale of My Little Pony: Friendship is Magic - Season 2. Now, I won't spoil it for those who have yet to watch it, since it was aired less than 24 hours ago, but to those who have yet to see it...you will not be disappointed! The reason I'm mentioning this is because I do plan on taking a few things from that episode and incorporating them into my story to an extent. I will not say what things or how they will be used, but keep your eyes open, because they will be there._

_Anyways, review answering time! "VirusChris": nice find catching those missing words. That, unfortunately, is a very bad habit of mine, and one I'm afraid is very difficult for me to check for, since when reading my own work, my mind completes the sentence even as I'm reading it, meaning I need to be paying very, very close attention to have even a chance of finding such errors, and even then, I can miss. I'll try to watch out for them, though! And on a further note, some of your ideas for how Starfall meets and interacts with the Mane 6 are very interesting. I may borrow a couple of those ideas when the times comes for Starfall to visit Ponyville, and yes, I will give you credit._

_"sarkon": I answer reviews in my author's notes so that everyone can see my answers to certain questions, and my responses when people point out certain errors. I keeps everything out in the open, and stops people repeatedly leaving reviews about the same thing, forcing me to send a PM to each and every one with the same answer. It's the lazy way of doing things, but I think it works better anyway._

_"bringonthespam": Don't you worry, Starfall and Cosmo's past will be explained, though probably not until late in the story, though I should be leaving more clues for you to spot._

_"BlindTeller": Thanks for the constructive criticism, but I'm afraid you're going to be complaining about excessive comma usage endlessly if you keep reading this story. That is part of my writing style...I write stories as if I was a "narrator" of sorts, and as such, will use commas to mark a point said narrator would likely pause...either for breath, or dramatic effect. As such, comma usage is going to be fairly high. Since it's a core part of my writing style, and one that seems to work well, I have no intention of changing it, and even if I did, it would mean changing a core part of my writing style, which could take months, if not years...and I doubt readers are willing to wait that long to see this story continued over the usage of a few commas. As for the missing words in sentences, that has already been pointed out, and I do endeavour to keep mistakes like that to a minimum, and to weed out the ones I do make. Thank you for pointing those out, though._

_On a final note, "DiamondGirl400" was not available to beta this chapter, but I still want to give her a huge thanks for all the work she's put in so far in this story. Fair warning, though, this chapter contains a large amount of Shakespearean speech courtesy of Princess Luna. DiamondGirl has been critical in making sure I'm using the older speech style correctly, and can only hope that, without her help, I have done a moderately good job on my own._

_But enough of that, read on, and enjoy!_

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><p><strong>Chapter 14<strong>

**Role Reversal**

That evening saw Starfall approaching Princess Luna's study with more nerves than he had ever had since he had first become her student. Not only was he still fighting to contain his new-found crush on the Princess, but now he was also going to have to ask her to, despite all her wishes to the contrary, let him be the teacher while she became the student, albeit studying modern society instead of astronomy.

But it was not the subject that was the sticking point; it was Luna's reluctance. Not only was she obviously uncomfortable letting a simpleton like Starfall teach her, a Princess, but Starfall also knew that part of the Princess of the Night simply did not want to adjust. She was too set in her old ways, too familiar and comfortable with the traditions and niceties she knew so well from a thousand years ago. To put it simply, Princess Luna just did not want to change for a society that had, so far, been seriously reluctant in accepting her.

A part of Starfall really could not blame the Princess' reluctance. Modern society had not left the best first impression on her. He, like everypony else, had grown up with the tale of the Mare in the Moon, and his stargazing as a colt had given him plenty of time to look to shadowy image of a Mare's head and neck on the moon. When the word got out that Nightmare Moon had escaped from her thousand-year exile, but had been promptly defeated, the evil powers within her banished and returning her to the young Princess of the Night ponies from a thousand years ago remembered, most ponies across Equestria were wary and scared of Luna, believing she might still carry the dark powers she had been exiled for.

Starfall, as it turned out, was one of a rare few that had been willing to give her a fighting chance. And the more he had heard about her, the less wary he became of her dark alter-ego. She could be moody and judgemental at times, but Starfall knew that, after a thousand years in exile, she was going to have some issues adjusting...issues which were not being helped by the fact that a vast majority of ponies either fled or cowered in terror at the very sight of her, reminded too heavily of Nightmare Moon.

And now, here he was, as a student of Luna's, having developed a rapid, but no less strong, crush on the Princess of the Night, trying to find things to tell her that might help convince her to allow him to teach her about modern society. But by the time Starfall reached the door to Luna's study, he realised one, simple...he was just going to have to wing it, and pray the Princess of the Night's friendship with him would be enough to have her listen to him.

He gave his usual, customary knock on the door, but the Princess' reply was far from her usual greeting. "The door is open, and always will be open for thee, Starfall," she called, Starfall pausing momentarily at the faint, but still noticeable edge of irritation to it. She was in a bad mood, and Starfall was fairly certain he knew the reason why.

"Good evening, Luna," he called back, trying to remain friendly, even if the nerves regarding both his crush and what he had to ask of her tonight were simultaneously working to render him into a shaking pile of mush. He managed to keep himself steady, though, giving his wings a nervous slick under the pretence of shuffling them to a more comfortable position, before entering the study fully, shutting the door behind him.

For several moments, there was an awkward, almost tense silence, as Starfall tried to muster up both the courage and the words to express what he needed to, while Princess Luna was giving him a pointed stare, clearly aware of what he was about to bring up, and waiting to see if he would.

Eventually, Starfall could not bear the silence any longer, and finally decided there was no point in trying to put this off. "Uhh, Luna? Princess Celestia came to see me earlier today and, well..."

Luna cut Starfall off before he could continue. "We are aware of this, Starfall. We suspected that our dear Sister had spoken to thee about what we freely admit we have been putting off," there was no trace of guilt or sheepishness in her tone, the Princess clearly did not care that she had been putting off her lessons on modern society, giving strength to Starfall's theory that the Princess was highly reluctant to adjust.

Starfall nodded, but forced himself to press on. "I don't want to keep putting this off, Luna. I understand that you don't like it, but..." Once again, Starfall was cut off, this time by Luna's derisive snort, no words used, nor needed. Starfall knew what had caused the snort...the fact that he had just stated the blatantly obvious.

"Look, Princess," he continued, reverting back to speaking to her a little more formally. "Why don't we just give it a try? See how this lesson goes? You might like what you learn," he added, in a falsely optimistic tone, coming from his mouth...Starfall and optimism really just did not go together.

Princess Luna still looked as sour as ever though, and the sharp edge to her following words confirmed that her mood was not improving in the slightest. "Our Sister said much the same as you, Starfall. That we might enjoy these lessons, that we might like what this new world we've been thrust into has to offer."

Starfall could detect the disbelief and sarcasm in her voice, and knew he was treading on a very soft cloud here...if he was not careful with what he said next, it could all come crumbling down from under his hooves. "Please, Luna...can you at least explain why this bothers you?" he asked, his tone almost half-pleading with her. "If I know why the thought of these lessons upsets you so much, maybe I could help, somehow?" Starfall had to contain his cringe to within his own mind, aware that he was once more wandering into dangerous waters, this time regarding how much of his own care and feelings for Luna he actually showed.

For once, though, the Princess' foul mood seemed to work in Starfall's favour, meaning she was a bit too preoccupied to worry about the subtleties of Starfall's words and tones. "You wouldst not understand, Starfall..." she quipped back.

Starfall's response was immediate, said almost without thinking, and one he half regretted an instant later. "Try me." It was not meant to sound like a challenge, but as Starfall caught himself, he realised that Luna's unwillingness to open up to him was starting to affect his own mood negatively. He tried to at least soften the harshness of the words, though. "You never know, Luna...maybe I will understand," he added, his tone much more gentle, trying to coax her into sharing what it was that had her so worked up.

For a long time, the Princess was silent, and though she seemed displeased with the way was not letting the matter go without a fight, it was obvious she was considering telling Starfall what had her so troubled.

Eventually, Starfall saw Luna's face fall, knowing she had given in. "Fine...we will tell thee. But we still do not expect you to ever understand," she added, possibly a little more harshly than she had really intended, but Starfall ignored that possibility and just nodded silently, as a sign that she was free to continue, and that he would listen.

After a pause, in which the Princess was obviously hoping Starfall would change his mind and let the matter drop, she finally sighed, and spoke her mind. "It is a matter of why, Starfall," she began, the yellow pegasus resisting the clear temptation to interrupt and ask her to clarify, simply waiting for her to continue as patiently as he could. "Why should we learn this? Why should we, after everything we have already been through, be forced to change, just to suit this new world? What if we are happy with our old ways, and want to remain as we are?" As she posed these question, she gave Starfall another glare, clearly daring him to laugh at her, or else blink in misunderstanding and confusion.

But Starfall did neither of these, and shocked the Princess by showing a look of dark comprehension, though he missed the Princess' stunned expression, too lost in his own thoughts, his own dark past, for a brief moment.

"That's what you're worried about?" he asked, though his tone was hushed, and in no way mocking. He actually sounded mildly guilty, inwardly kicking himself for not thinking of this possibility. He, like everypony else, was so focused on the concept of teaching Luna, that he had not thought of the possibility that Luna may perceive this as an attempt by them to change her into something more normal...which was the last thing on Starfall's mind.

Princess Luna responded before Starfall could say more. "We get the feeling thou speaks as if this is not thy first experience with this," she said slowly, making Starfall openly cringe. He really wanted to keep this part of his past dead and buried, long forgotten...as it should be.

Eventually, realising that changing the subject was not going to impress or fool the Princess of the Night, Starfall nodded. "I've more than just seen it before, Luna...I've been through it," he said darkly. "Some ponies I once knew wanted me to change, to become somepony other than who I am, because they did not like the Starfall they knew."

To say Princess Luna had not been expecting this response was an understatement, but despite her shock, she appeared to understand that she was bringing up some painful memories for her student, as her response was directed to him in a gentle tone Starfall was sure he had never heard from the Princess before. "And what was thy response to this?" she asked, her obvious attempt to be sensitive ruined slightly by her inability to contain her curiosity, though Starfall guessed she was probably hoping his handling of the situation would tell her how she should cope with her own predicament.

This time, Starfall could not bring himself to meet Princess Luna's gaze...he did not want to talk about this. Not now, and not ever again, for as long as he lived. "I severed all ties with them, left them behind to be with ponies who accepted me for who I was," he replied, a heavy note of sadness in his voice that was impossible to miss.

Not wanting Luna to pry further, though, he got the conversation back onto the important topic, forcing his voice back to a level, almost emotionless tone. "Anyway, the point is, Luna, is that nopony here is trying to change you. We don't want you to change to fit into the modern world...that's the last thing I want, trust me," he added, the conviction in his voice possibly a little too prominent.

He pressed on, anyway. "The point of these lessons, Luna, is not for you to conform to society, but simply to understand it. Laws, traditions and customs have changed a lot in the last thousand years, and we want you to know and understand these changes, so that while you may choose to use certain social customs, you can stay true to who you are, without accidentally breaking a law you didn't know about before. Does that make sense?" he finally asked.

For a long time, the Princess was once again silent, leaving Starfall wondering if perhaps he'd overdone his impromptu speech a little, and revealed more of his feelings than he's intended. He was starting to make it increasingly obvious that he cared about Luna's feelings...but would she extent that care into something romantic? Or simply assume that his care for her was strictly platonic, as he fervently hoped.

"We believe we understand now, Starfall. The purpose of these lessons is to educate us, not change us," the Princess replied, Starfall nodding, both to show she was on the right track, and to hide his relief. Luna responded with a heavy sigh, though she sounded relieved as well. "Thou hast no wishes of changing us to fit within your society?"

Starfall paused, once again realising he was being put in a highly precarious position, here. But knowing any hesitation would be taken to mean he was lying, he spoke the first thing that came to mind. "Luna, are we friends?" he asked in turn, getting a small, but definite nod from her. "Then I befriended you, Luna, just as you are now. I would never wish for you to change...why would I want you to change when the pony you are now was the one I befriended?"

Starfall really hoped this conversation would end, and fast, as he could feel his cheeks burning up beneath his coat, and was starting to worry that if he was forced to make more heart-felt comments like that one, he would start visibly blushing, which would almost certainly clue Princess Luna into the fact that his feelings for her extended some way beyond friendship right now.

The Princess of the Night actually seemed to duck her head marginally at his words, and actually smiled at him, looking like an entirely different pony for a brief moment, compared to her usually serious, aloof self. This was the pony hidden underneath, the kind, lonely alicorn Starfall knew was there, and wanted to see more of. "We...we thank thee for thy kind words, Starfall," she said softly, sounding almost shy, in a strange way.

Starfall decided to get them back on track. "So will you let me teach you, Luna? You can still go ahead with your lesson tonight, if you want, but..."

"No, Starfall," Luna quickly interrupted. "Thou hast done well in thy studies. We believe thy progress is enough that we can delay this lesson until tomorrow. We have put this off for too long, because of a fear of something that did not exist. If thy plan for our first lesson is complete, then we will let thou begin."

Starfall nodded. "I have an idea of where I want to start," he said, before heading towards the bookshelves Luna's study contained, quickly searching for the ones he would need to begin teaching the Princess of the Night how the modern world worked...and hopefully show her that even as she was, there was a place for her in this new world.


	15. Chapter 15: Exposed

****_**Author's Notes:** Yet another chapter is up...although, I must admit, I should be much further into this story. Ever since watching "A Canterlot Wedding", my writing muse for this story has been like a wildfire, and I've actually written up to the start of Chapter 18 as I post this. The reason I'm delaying in my posts is because my beta-reader, "DiamondGirl400", is still away, and I have no secondary beta-reader to check over Luna's speech, and just check over the story in general. But it's been a few days, and since I'm three chapters ahead, it's not fair on you readers for me to keep this chapter from you any longer._

_Due to a couple of complaints I've received about the excessive length of my Author's Notes as I answer your reviews, I'll be shortening them down from now on, answering only those that I deem raise a point important to not be left out. I must admit I have been getting a little over-zealous in that regard. As it stands, though, I still read every single review, and my gratitude for everyone who takes the time to write them up cannot be expressed in words. As it is, I don't think I need to say much in response to any reviews today, so I'll leave it at that for today._

_Before I leave you to read this chapter, I'd like to take the time to point out that this story has essentially become the most popular fan fiction I have written! Magic in Stars has more Story Alerts and Favourite Story tags than any other piece of writing I have done to date, and has, on average, more reviews per chapter than any of my other works as well! Considering this is my newest fan fiction, disregarding the one-shot "Night's Fall", as one-shots are kind of a different beast, the attention this story is receiving has blown my mind. So if you are reading this, I thank you from the bottom of my heart, just for that._

_And now, before I get too sappy, on with the show!_

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><p><strong>Chapter 15<strong>

**Exposed**

Starfall's initial teachings to Princess Luna were simple, rather boring, but critical. He started on teaching her modern laws, morals, ethics, and how they had changed over the last thousand years. He figured the laws of their new world were the most critical for her to understand as rapidly as possible, a thought the Princess did share, even if it was obvious that the topic was less than enthralling.

Starfall tried his best to mix things up a little, find ways of presenting his teachings to her that were a bit more entertaining from the usual textbooks and lectures. It was obvious that, while his attempts were not the best, they were helping the Princess of the Night, and she seemed to be developing a very real interest in learning this, something Starfall was grateful for. He doubted he could continue to subject Luna to the teachings if she did not want any part of them.

Despite the new focus on Luna's studies, Starfall own work on the heavens above was not neglected, either, the young stallion continuing to pour himself into his studies. He was starting to finally get a grasp on the planets, learning more and more about the distant heavenly bodies as time passed, now beginning to study more and more distant planets, learning more and more as he went.

But, as Starfall had feared, the extra workload he was being burdened with had only distracted him for so long. By the end of the first week of Luna's studies, his feelings had resurfaced with a vengeance, and were getting ever stronger. For the next two weeks Starfall gritted his teeth and kept the feelings buried as deeply as he could send them. But even his best efforts were not burying them deep enough, and Starfall knew it was now just a matter of time before Luna picked up on his wavering focus.

Sure enough, close to three weeks after Luna's lesson on modern culture had begun, Starfall found himself once more studying a particularly peculiar and distant planet under Luna's guidance. This time, not only were his feelings distracting him more than ever before, but it was an overcast night, meaning the clouds were blocking his view of the night sky. Even if the clouds parted and gave him an opening to the planet he was supposed to be studying, the light they were reflecting from Canterlot's night-life was making seeing even closer stars and planets a chore, and seeing more distant ones, like the one he was supposed to be studying, nigh on impossible.

The two distractions combined were leaving Starfall incredibly frustrated and flustered, trying to keep his patience as Luna patiently pointed out several mistakes he had already made, not even two hours into the night. He could tell that the Princess was shooting him concerned look when she thought he was not looking, and knew it was only a matter of time before she spoke up.

Hoping he could get a grip on himself before that, though, he put his right eye back to the telescope, trying to get his studies back on track...he was way behind as it was tonight, and had slowly been falling behind in his overall progress over the last two weeks. If he did not pick himself up soon, he doubted Princess Luna's patience would hold out for too much longer.

But as he turned his telescope back towards the heavens, fiddling with the focus to try and see through the incessant glare of the light reflecting off the clouds, his thoughts could not stay off the Princess. He was privy to a side of the mysterious Princess of the Night only a select few before him had witnessed. At first, Starfall had thought his crush was just the usual phase most adolescent colts go through where they crush on one Princess or another, only his was later in life than normal.

But now, Starfall was forced to admit to himself that his feelings had nothing to do with attraction to her as a royal figure. He was not falling for the Princess of the Night...he was falling for Luna, the serious, socially awkward, moody alicorn who's hard outer shell kept an honest, kind, sensitive and lonely pony hidden underneath. A pony he was slowly seeing more and more of as she slowly let her guard drop around him. The more Luna dropped her outer mask and let her true self show, the more Starfall fell for her, and the more said feelings distracted him, leaving him in his current predicament, as he shook his head to clear his thoughts, and pressed his eye back to the telescope with enough force to leave a small mark that would take a few minutes to fade away.

After a solid minute, Starfall could not suppress a frustrated groan as a cloud passed over his view of the planet he was studying, leaving him with nothing to note down...again. Forcing his growing frustration down, lest he unintentionally lash out verbally at Luna should she choose that moment to say something, he took a few deep breaths before heading over to the desk he always did his theoretical studies on. Since the clouds were out, he might as well make some progress on the theory he could work on for now.

But even the theory was not coming to him easily, his thoughts all over the place. His frustration had him seeking something to calm himself down, but doing that only turned his thoughts back towards Luna, and that in turn, kept him distracted, which made his frustration bubble up once more. It was an endless cycle that Starfall was finding himself powerless to stop, and one that kept distracting him from his work.

"Starfall?" Luna's simple, questioning call made Starfall look up, though he did so reluctantly. He knew it, he was being too obvious, and now the Princess wanted to know what was going on. "Thou hast been tense and distracted all night. This is not like thy usual self at all."

Starfall inwardly grimaced, but tried to wave off Luna's concern with an air of fake calm. "It's nothing, Luna," he replied as casually as he could...which was not very casual-sounding at all. "Just frustrated at the overcast night, is all," he added, hoping an explanation would make his indifference sound more convincing.

Even before Luna opened her mouth, though, Starfall knew she was not buying his story for a millisecond. "Starfall, please, do not make excuses. Thou hast not been thyself for some days now. We have seen this, we know something is troubling thee. Perhaps we can help, as you helped us when we started our lessons on today's world."

Starfall sighed, turning away and shielding his face with his mane, which he had not cut in some time, and was now growing out, as he tried to hide the grimace. Luna's words were not helping his attempts to take his mind off his feelings for her. The care she had started displaying for him in recent weeks had only strengthened his crush further...and now, unless he thought of something, and fast, his secret may end up spilling out, which Starfall was certain would be the end of everything; his studies, his access to the Royal Wing of Canterlot, and his friendship with Luna.

That last one, to him, was the most important part. Luna had become a solid friend...he did not know if he could survive going back to being the lonely pegasus he had been before coming to Canterlot. His life had been in a pretty bad place before he had tried his luck with the Cosmic Exam, and now that it had turned around, could he go back to the way it had been without simply giving up?

Realising the Princess was still waiting on an answer from him, he quickly tried to bluff his way out of trouble. "It's nothing, Luna. Really, don't worry yourself over it. I can handle it on my own." His words sounded hollow and insincere, even to his own ears, though. Princess Luna would never believe him.

And she did not. "Starfall, this is clearly more than just nothing. Thy focus is clearly elsewhere, and thou art falling behind in your studies. Thou clearly art not handling it on thy own, surely we can help in some way? We are the Princess of the Night, after all."

Starfall looked up, blinking in surprise at the Princess' last words, noting with some curiosity that Luna herself seemed a little baffled by what she had just said. Was she really implying that she would use her status as a High Princess of Equestria to help Starfall if she could? But Starfall shook his head. "It doesn't matter, Luna. It's my problem, and I have to work it out on my own. I don't think there's much you can do to help, no offence," he added quickly. "It's not that you're not good enough to help or anything...it's just..." he trailed off, trying to figure out how to explain his situation without revealing too much. "It's complicated," he finally said softly.

Luna peered at him intently for a few seconds, long enough to make Starfall avert his gaze, lest the Princess see something in his eyes that gave his problem up. It did not stop him from hearing her, though, feeling her presence as she sat down next to him, clearly not about to give up. "Then explain it to us. Perhaps there is a way we can help, like the way thou helped us when we thought thou could not."

Starfall simply shook his head, not looking up at her. "Please, Luna...I don't want to talk about it..." he said. He hated using that excuse. There was a lot in his life he did not want to talk about, and all giving that excuse ever did was make ponies more curious, though it was sometimes successful in making them back off a little.

He knew Princess Luna could be stubborn at times, though...and this appeared to be one of those times. "Starfall, thou art tense. Thou art stressed. Thou cannot afford to keep doing this to thyself. Thou may not want to talk about it, Starfall, but we believe thy need to far outweighs thy want not to," she said, Starfall cringing at the undeniable truth to her words, even if we wished he was talking to somepony, anypony else right now. "By the looks we keep seeing on thy face during these distractions, we believe that this may be about a mare who has taken thy fancy?" the Princess suddenly asked out of the blue.

Starfall had not expected it, the way his whole body suddenly tensed, his head snapping up, gave Luna the answer before he even opened his mouth. As it was, he did not even answer, silently cursing Luna's keen observation skills as he tried to think of some way he could talk his way out of this.

Princess Luna kept speaking, though; either oblivious to Starfall's growing discomfort, or else figuring he needed to get this behind him as soon as possible, whether he suffered some personal discomfort or not. "We thought it might be that. Young love does seem to be incredibly distracting. Is this...love interest a recent thing?" she asked, clearly determined to get to the bottom of Starfall's problems.

Starfall sighed, but realised he was not going to get her to give up, nodding silently. All he could do now was feed her half-truths and pray she didn't find out the whole truth before her curiosity was sated. "It only happened after I came to Canterlot," he admitted.

Luna nodded, clearly not about to let it go, though. "Is this mare a Canterlot local?" she asked, Starfall on the verge of responding when Luna paused, clearly having come up with somepony, making Starfall freeze, waiting for the explosion. "Wait. I think we understand now..."

Starfall blinked, perplexed. Surely she wasn't taking his crush in her stride, right? "What?" he asked stupidly, his surprise stopping him from simply letting the matter drop.

Luna turned to face him when she realised he had raised his head again, giving him a small smile. "We should have realised this days ago. And if thou art worried about whether there is another stallion in her life, I can assure you there is not. Just remember, she is very dear to both me and my sister," she added in, giving Starfall a warning look.

But Starfall ignored, his confusion even higher now. "Wait wait, slow down...who are you talking about?" he asked, more baffled than ever.

Now it was Luna's turn to put on a confused expression. "Twilight Sparkle. That is where thy affections lie, is it not?" she asked, her puzzled expression apparent in her tone as well, clearly realising there had been some kind of miscommunication.

"What?" Starfall blurted. "Twilight? No, no, it's not her. I mean she's a good friend and all, but I..." he stopped, snapping his mouth shut and inwardly cursing his stupidity. That had been the perfect chance to get Luna off his back, and deflect the situation away from the truth of the matter. But he had blown his chance to get off the hook, and Starfall feared that may have been his last hope.

Sure enough, Luna's curiosity remained although, though she did seem slightly relieved that Starfall had no romantic interest in Twilight. "Then who holds thy affections?" she asked. "Twilight is the only young mare who could..." she trailed off slowly, gazing more intently at Starfall.

The look in her eyes said it all, as they widened in stunned understanding, making Starfall cringe and lower his head. He did not have to say anything. She knew. Princess Luna knew that the mare Starfall was slowly falling for...was her.


	16. Chapter 16: Crushed

****_**Author's Notes:** Shorter chapter today, but one that has a lot packed into it's length. With the return of "DiamondGirl400", who has kindly beta-read this chapter, and having left you on a cliffhanger with my last update, I thought I'd spare you all an agonising wait, and post this now._

_Quick note to "Scarlet Rabbit", I believe the person complaining about my notes did have a valid point, they were getting excessively long, and I was waffling on over nothing of extreme importance. The focus should be on the story, not my incessant ramblings._

_In any case, a big thank you once again to those who had read, reviewed, faved and alerted, or any combination of them. And a big thank you to "DiamondGirl400" once again! Now on with the story!_

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><p><strong>Chapter 16<strong>

**Crushed**

For several long, agonising moments, there was complete, total and utter silence. Luna just stared at Starfall, clearly coming to grips with the conclusion she had just reached, just Starfall waited, terrified of what reaction the Princess was going to have to the realisation that, for the last few weeks, Starfall had been hiding a secret crush on her, the Princess of the Night.

Starfall had previously heard of the phrase about a silence being deafening, but now understood what it meant. The silence in this moment was so complete, so total, that it felt like his ears had been shut off, his hearing gone, leaving him both hoping for the next sound...yet dreading it at the very same time.

He did not even dare move, fear rooting him in place despite a strong desire to turn and simply flee the room. He could feel the heat rising to his cheeks as Luna continued to process her discovery, his blush doing little to dissuade her from her conclusion. For the first time in his life, he found himself wishing he was a unicorn. He had never really wanted magic powers, but right now, the ability to sink into the floor and vanish would really help his situation.

But he had no horn, and his wings were of little use at the moment, any attempt to fly away would end up being less than subtle, especially since he was not a particularly strong flier. He had once taken a Wing Power test, out of sheer curiosity, and found his Wing Power to be a rather underwhelming four point seven. Six point five was considered the average for male stallions.

But it would not have mattered if he had twenty Wing Power...he could not will either his wings or his hooves to move. Whatever happened, Starfall was going to have to ride the fallout of this as best as he could...and only hope it was not too painful. He did not carry any hope of that happening, though.

Finally, after what felt like an eternity to Starfall, Princess Luna showed her first true reaction to her realisation. "We...all this time...thou hast been...interested in...us?" she stammered, seeming stunned almost beyond words by the revelation.

Sighing, knowing the game was up, but hoping that Luna's rather anti-climatic reaction so far was a good sign, lowered his head once more and nodded softly. There it was, beyond any shadow of a doubt for the Princess of the Night. Starfall had a crush on her, and now she knew it for certain.

When Starfall looked back up, though, he instantly backed away several hoofsteps, shrinking into himself in fear. Luna's expression had morphed from shock to cold anger, her eyes suddenly attaining a brilliant white glow as her presence seemed to expand like some kind of dark balloon, filling the whole room. She was angrier than Starfall had ever seen her before, and that was saying something.

When she next spoke, her words were not only loud, but had an ethereal echo to them that made her sound downright horrifying...a glimpse of the nightmare buried deep within the Princess of the Night; Nightmare Moon. "This whole time, thou truly believed thou could get close to us?" she demanded, settling a steely glare on Starfall that made him freeze, only just barely able to stammer out a reply, he was so terrified.

"N-no, L-Luna!" he cried shakily, trying to reason with the enraged Princess, but she interrupted, clearly not about to stop now that her anger was on a roll.

"We gave thee a chance, Starfall!" she roared, making the pegasus cower back even further, part of him praying someone would hear her amplified voice and come calm her down, the other half praying no-one heard, and the matter could be kept private.

"P-please, Luna," Starfall tried again...if this kept up, there was a very real fear in his mind that Luna would kill him. This had gotten far worse than he had ever imagined.

But once more, Luna cut over him, Starfall's small, fearful voice having no hope of overpowering Luna's booming tirade. "We thought of thou as a pegasus of honour! Of dignity! We even considered thee a friend! But this was never about the studies, was it?" she spat accusingly.

This time, Starfall could not find a voice within himself to raise in his defence. He was so terrified, his throat just would not work, and he knew that this time, there would be nothing to stop Luna from handing down the worst punishment she could on him. Was fraternising with royalty bad enough for the death penalty? Starfall knew that Princess Celestia used the death penalty only as an absolute last resort, but he could tell, and had known for some time, that Luna was much less forgiving.

"This was never about the stars, or the planets, or teaching us how to be a _modern_ Princess, was it?" Luna continued, her voice only getting scarier the longer her rant progressed. "This was about us from the beginning, and thy pathetic attempts to win the heart of the Princess of the Night!" She paused for a moment, stepping forward so was standing tall over Starfall's prone, cowering form, glaring hard at him. "Does thou have anything to say in thy defence? Speak, Starfall!" she snapped coldly, making Starfall jump even from his prone position, fighting to get his uncooperative throat working again.

"I-I...I..." he stammered, struggling to find the words. "P-please, P-Princess Luna. You...y-you have to b-believe me!" he begged, his voice filled with obvious fear and desperation. "I knew you would never s-see me t-that way! T-that's why I-I never said anyt-thing! I-I just...I couldn't c-control my f-feelings! I n-never meant f-for this to happen! I s-swear!"

Princess Luna seemed to back off slightly at Starfall pleas. Her eyes lost the enraged, magical glow, but her voice still had that terrifying loud echo, and without the glowing eyes, it was even more obvious that she was staring at him with an intense, cold look. "Hmmph...even if thy lips speak the truth, it still not change the matter at all," she snarled, backing off a step, though the extra room did not help Starfall's sense of terror. "Thou art still a liar, Starfall. Not just a lair, but also a traitor."

"Wh-what?" Starfall cried. "N-no...!"

"Silence!" Luna snapped, her eyes flashing that same white briefly, reminding Starfall of just how much trouble he was in as he cowered back once more. "Thou art a traitor Starfall; to the Royal Family, to my sister...and to us," for the last three words, her voice lost the echo, sounding almost pained. All the rage and animosity died from her voice, and now she looked like she was the one who wanted to flee to some dark corner and weep over the whole thing.

When Luna went for several seconds without speaking, or even making eye contact, Starfall risked getting back to his hooves, and carefully approaching the Princess of the Night. Part of him just wanted to run, but Starfall figured his situation could not really get any worse, and that he might as well try and salvage something.

"Princess?" he called tentatively, pausing when the Princess did not openly respond, before trying again. "Princess, please...I didn't mean for any of this, and I..."

"Just go." Princess Luna's interruption was so quiet, so pained, that Starfall very nearly did not hear her. As it was, he froze, not sure what to do. He desperately wanted to say something, anything, that could help repair his shattered friendship with the Princess. But it seemed that her patience was done for, as Starfall's hesitation caused Luna's anger to once more boil over.

"Get out, Starfall!" she snapped, making the pegasus scramble back as her voice once more reached that echoing volume. "Thy studies are over! Leave this place, and we never want to see thee set hoof in the Royal District again!"

But once again, Starfall was rooted to the spot, absolute horror coursing through him. He had realised that his friendship was Luna was gone, and likely would never come back. But his astronomy studies, too? His one chance to make something of his life...gone?

"Go!" Luna roared, forcing Starfall's decision, as he fled the room, barely hearing the door slam shut behind him as he raced back through the Royal District. This had been his one chance to pull his life out of the gutter and make something of himself, and now it was gone...and he had no-one but himself to blame. His heart had chased after more than he was entitled to, and now because of it, he had lost everything. He sure that once Princess Celestia got wind of this, he was going to be in even more trouble.

As he galloped, fleeing for the tower he called home, although he worried it would not be for much longer, he could feel the tears forming in his eyes, and screwed them shut, trying to keep them at bay as he fled through the Royal District. He vaguely felt himself bump into something that felt like another pony...probably one of the Royal Guards...but he did not stop, or even slow down, just fleeing as fast as it hooves could take him, desperation even making him take wing and fly over the buildings once he was out in the open air, just seeking to escape the scene of his worst nightmare as fast as possible.


	17. Chapter 17: Fallen Star

****_**Author's Notes:** Alright, after a bit of a delay, I've finally got this chapter up!_

_I was interested in the massive response to last chapter, even if it was expected to some degree. I noticed a lot of people are commenting on Luna's behaviour, and the irrationality of it. I won't say much, but there is a point to it, and remember that, when put in the spotlight like Luna was, the mind can, and often will make irrational connections...remember that Luna is a social outcast, and unfamiliar with modern concepts regarding relationships and the like. As such, while she continues to adjust to modern life, she may have moments of irrational and downright insane behaviour._

_I'm not saying Luna's response to Starfall's admission was fair, I'm just trying to explain why is shouldn't be considered outside the realm of possibilities for her character. Hopefully the next few chapters help clear a bit of that up._

_Speaking of which, I've done something a little different with this chapter, with the inclusion of a song, that will more than likely make a reappearance a couple more times. I may or may not expand upon my usage of songs later in the story if you readers show signs of liking it. If the response is less than impressed, I'll probably find other things to twist up the story, so any response to it would be much appreciated!_

_Speaking of which, once more I must thank everyone who has reviewed! Princess Luna of the Night has once more pointed out some interesting flaws which I still working on improving, and also for requesting the inclusion of Fancy Pants and Sapphire Shores. Once again, I'll see what I can do, but no promises! And a big thank you to all those who have faved and alerted this story, as well. The way this story has rapidly gained so much attention has boggled my mind!_

_And finally, a huge thank you to "DiamondGirl400" as always for beta-reading this chapter, and without further ado, I give you the next chapter!_

* * *

><p><strong>Chapter 17<strong>

**Fallen Star**

As it was, Starfall barely made it into Twilight's old tower before his despair boiled over, leaving him sobbing quietly as he collapsed onto the nearest couch, unable to find anything positive to take from this disaster of a night.

Princess Luna had discovered his crush on her, reacted a million times worse than he could ever have conceived her doing, and not only destroyed the tentative friendship they had formed in the last couple of months, but also been banished from her lessons, and from ever setting hoof in the Royal District ever again.

Starfall idly thought that he should be relieved he was still alive, and had not been arrested, but he figured it would not make much different in any case. Without these lessons, his life was all-but over as it was. Aside from this tower, he had no home to go to...he had been forced to sell off his old home he had lived in before coming to Canterlot, but it had been a decrepit old thing that, while it had sold, had only given him just enough to pay off the loan he had outstanding on it, leaving him without any money to his name, relying on the allowance he was getting from his studies just to keep himself afloat.

Now, his studies, and his income, were both gone, and he knew he had barely enough money to last a month, and he doubted he had much chance of getting even a half-decent job within that time. Pegusi were generally hired because their wings allowed them to do something other ponies could not do, but Starfall's wings were well below average strength for his kind. The pitiful excuse for a job he had toiled through before coming to Canterlot had been a stroke of luck, and he doubted that place would hire him again...even if he could even make the trip back to the distance cloud town without running out of money first.

At least, if he had been arrested and sentenced to the dungeons, he would have at least had rudimentary food and other necessities provided for him for the duration of his term...in his current situation, he had to pick himself up, and fast, despite having no real skills to offer to Canterlot. The city was a hub full of high-class unicorns. A common pegasus like him had little chance of being noticed. Especially a young one with less life experience than well over three-quarters of the city's population.

But his uncertain future was not what hurt the most. His future had been uncertain basically since he had come of age. What he really cut him deep was the fact that he had probably lost the small friendship circle he had developed since starting his tutelage under Princess Luna. Luna herself clearly did not want anything more to him. Twilight, who he considered a friend of sorts, was close with the Princesses, and once she got word of what had happened, she would be quick to sever ties with him as well. That only really left the cross-eyed mare, Derpy Hooves, who Starfall still had not seen since that day at the mall, and they had only exchanged a couple of letters in that time.

No, Starfall could see it already. This one, stupid event, his inability to keep his head around the Princess of the Night, was likely going to rob him of everything he held dear in his life at that moment. And he had no idea what he could do to salvage the situation any more, so for the moment, he just lay on the couch and cried himself out, allowing himself a chance to vent his emotions in private.

The worst part for him was that he had never actually intended to chase anything with the Princess. He knew his crush was just that, and that Luna would never, in a thousand years, return the feelings. But his heart had refused to let the matter drop, and in chasing that one, impossible dream, it had cause him to instead lose everything he held dear. It was completely and totally unfair, and yet that last thought did not bother Starfall as much as it should have. His life had not seemed in any way fair for a very long time, and he had stopped getting angry about it and simply accepted it as his lot in life some time ago.

But as Starfall finally reduced his sobs to shaky sniffles, finally gaining control of himself, fate seemed intent on taunting him of what he had lost one last time, as a radio in the corner, which he had accidentally left on earlier that day, started playing the last song Starfall wanted to hear at that time...

_You light...the skies,  
><em>_Up above me.  
><em>_A star...so bright...  
><em>_You blind me, yeah..._

_Don't close...your eyes,  
><em>_Don't fade away, don't away,  
><em>_Ohhhh!_

_Yeah, you and me,  
><em>_We can ride on a star!  
><em>_If you stay with me, girl,  
><em>_We can Rule the World!_

_You you and me,  
><em>_We can light up..._

The song snapped out of existance halfway through the chorus as Starfall, in a brief fit of rage, threw an apple sitting in a bowl next to the couch at the radio, scoring a direct hit on the system's lone speaker, breaking the entire radio system for good. Huffing in annoyance at that romantic song being played right as he was dealing with the emotional loss of his crush, he rolled over, trying to calm himself down.

It had been a long, long time since his anger had gotten the best of him like that. But in the end, his fuse had been cut too short by the days events, and the way the song actually seemed to relate to himself and Luna, with it's references to the stars and the night sky, was too much.

A few seconds later, having calmed himself down, he regretted his burst of anger, dragging himself back onto his hooves, and heading over to the broken remains of the radio, which had toppled onto the floor with the force of the impact it had suffered. The apple also lay nearby, scratched and bruised from smashing the radio's speaker.

Sighing, Starfall picked the pieces of the sound system up, along with the damaged apple, and dumped them both into the bin. That radio had originally been Twilight's, not his, and technically still belonged to her. He would have to go out and buy a new one to make up for it, now...as if he did not have enough to worry about as it was.

Lacking the energy to do anything more, Starfall simply dragged himself to his bedroom, clambering dejectedly under the deep purple blankets, taking a few shaky breaths as he pulled the blanket up over him, memories of the even still fresh and raw.

"I'm sorry," he mumbled to himself, just wishing he could take the whole night back. That he had never fallen for Luna in the first place, that she had never found out about it, that he could have found some way to calm her down. Despite his crush, he had never intended on pursuing anything with her. He knew it was impossible, with Luna as the Princess of the Night, for him to be anything more than a simple friend. If she did eventually marry, it would be to someone of high stature in Canterlot, most likely. It was how things worked, loathe as he was to admit it.

In the end, though, as Starfall settled himself down enough to let sleep take him away from his pain, he eventually found two positive things he could from this day, two tiny silver linings in the inky black cloud his life had just become.

The first was that this evening had likely just destroyed the worst of his crush. With no hope that Princess Luna would ever return his feelings, his shattered heart would need time to pick up the pieces and find another mare, meaning his crush should not bother him any more.

The second was a gloomy, pessimistic way of looking at the situation...but then that was Starfall's speciality. Simply put, Starfall could not conceive how his situation could possibly get any worse. Even if Luna chased him down in the morning, seeking to arrest him and hurl him in the dungeon for the rest of his life, Starfall had a hard time seeing how that could be any worse than the immense struggle he was going to have just to survive from now on.

It was with these gloomy thoughts that Starfall was finally able to let himself sleep...gloomy as they were, these two little positives were all that was going to keep him going in the near future, he was sure of it.


	18. Chapter 18: Wake Up Call

**_Author's Notes: _**_Alright, another chapter. And it seems that many reviewers are asking me to bring back long, involved notes answering these reviews, which I must admit has surprised me a little. But still...ask, and you shall receive! Now to see what kinds of things I need to discuss today..._**  
><strong>

_"Grim Reaper": No reader likes waiting for updates. Even us writers hate it when we take time writing out chapters. Trust me, we all feel the pain...but sometimes, patience is a virtue, and a necessity. I try and get these chapters out as fast as I can, but I can't promise anything._

_"Princess Luna of the Night": I wouldn't stop seeking out repetitive mistakes if I were you, since I know I still do them from time to time. And nice pick-ups on the grammar errors, I really need to be more careful about those, particularly since my word processor's spellchecker doesn't find illogical sentences and general grammar isues._

_"anon": I assure you the feelings are more than mutual. I grow very emotionally attached to my character, so writing these last few chapters has been particularly painful for me. Hopefully things will start moving in sunnier territory soon enough._

_"Alamandorious": Well done on giving this story a chance despite the concept not being to your tastes, and I'm glad you've enjoyed it so far! And yes, this is a little fast-paced compared to some of my other work, and I admit I feel like my last few chapters have not been up to my usual standard, so hopefully I can find a way to change that soon._

_"VirusChris": Your idea of adding Crimson to the story has merit, but I'm afraid there's little room for new OCs now...I have the rest of the story planned out in moderate detail now, so most of the random character appearances are already set and done._

_"Phaedrolous": The cliche of Pinkie Pie hosting a party for everypony she meets comes from the way she behaves way back in Season 1, and while episodes such as "A Friend in Deed" have sort of eased that cliche a bit, I like the idea of a party being thrown for Starfall. Plus, Pinkie's famous for throwing a party for just about any reason, as the Mane 6 have said on numerous occasions, so if she's going to be in my story, she's most likely going to throw at least one party. Still, I'll keep that in mind, and may add a slight twist to things now._

_Finally, I'll respond to the feedback about my song usage collectively. I'm glad it was met with positive response. While the song (called 'Rule the World' by a band known as 'Take That', for those who were curious) is indeed one of my favourites, I thought it was so fitting for my story that it had to be included in some form. Since feedback has been so positive, I will probably end up throwing in one or two more at various points throughout the story. Characters are not going to start spontaneously singing, except perhaps Pinkie, but I have a few scenarios in mind for songs, so we'll see._

_And that's all from me for now! Once again, a huge thank you to everyone who reviewed, faved, alerted, and even just had a peek at this story. And of course a huge shout-out to "DiamondGirl400" for beta-reading this chapter! Read on, fellow Bronies and Pegasisters!_

* * *

><p><strong>Chapter 18<strong>

**Wake-Up Call**

_Starfall's night ended up being rather restless, if a confusing mess of senses he couldn't quite piece together. There were screams of hundreds of ponies in the midst of a frightened panic, the sound of many hooves galloping this way and that in a panicked beat. His vision swam horribly, meaning all he could see was a blurred rainbow of colors that shifted and changed in random patterns, leaving him unable to discern anything._

_An ethereal, slightly smoky scent reached his nostrils, something he now understood was the scent of recently discharged magic, though the fact that he could smell it so clearly meant some seriously powerful magic had just been cast, many times more powerful than Starfall had personally ever seen._

_As the nightmare of sorts progressed, Starfall's ability to see anything was still not cooperating, and even his hearing was distorted, though he discerned what he thought were explosions, several of them...large ones, too. Large enough that the way each explosions caused the screaming to lower in volume sent chills down his spine. What was going on?_

_Before Starfall could even try and figure out what was happening, and why he could not see, his weak, blurred vision was overcome by a dark shadow of some sort, and just as everything went completely black, he heard a distorted, but still terrifyingly evil cackle, the voice sounding somehow familiar as all his senses shut down._

Starfall blinked back to wakefulness, his heart racing as he looked around, finding himself in his room in the tower, the sun having already risen, letting him know it was early morning. It had just been a nightmare...though it was a rather strange one. Why was everything so distorted? He may have heard the screams of what sounded like hundreds of ponies, but considering how bad his hearing had been, it could have been just one pony...and he could not be entirely certain it was a scream at all.

But as the nightmare receded into the back of his mind, he remember the previous evening, which had been the likely caused of the nightmare, and sighed, his whole body seeming to deflate at the memory that everything he had been living for up until yesterday was all-but gone. Luna hated him, which meant Celestia and Twilight would soon hate him, if they did not already. His time living in this tower was likely coming to an end, meaning he would have to leave soon and start looking for some way to pick up the broken pieces of his life.

Before he could muster up the energy to get up out of bed and start packing, though, he heard the rapping of somepony's hoof knocking on the front door. Too depressed and sleepy to really bother worrying about who was calling at this time, he grimly hauled himself out bed, taking a second to make sure his mane and tail were at least vaguely neat, before heading to the front door as it knocked again, a little more insistently.

The moment he opened the door, though, he wished he had stayed in bed and faked sleeping in. Once again, his surprise visitor was the snow-coloured alicorn who ruled Equestria...and this time, Princess Celestia did not look happy.

Starfall had barely even begun to give her the customary bow of greeting before Celestia raised one of her gold-shod hooves, stopping anything he might have been about to say or do as he froze, anxious for what she would do to him. It was obvious in her expression that she had heard about last night, as she stepped inside, Starfall quickly moving aside to clear the way as Celestia's magic flared to life, shutting the door behind her as the yellow pegasus rapidly sought to regain control of himself.

"Morning, Princess Celestia," he greeted softly, though his voice already sounded strained...something he was sure the Princess would notice. "Can I get you anything?" he asked. He figured asking the reason for her visit would only irritate her further, since he knew full well what was going on. Feigning ignorance was the last thing either of them wanted, he figured.

"Just one thing," the Princess replied shortly, in a tone that suggested she had a purpose, and was chasing it down with single-minded determination. Clearly, she was telling him, with unspoken signals, that she did not want to be messed with this morning. "I want answers. It has come to my attention that there was an incident last night between you and my sister."

As the Princess of the Sun paused, Starfall winced, his fears now confirmed. Princess Luna had told her sister about the previous night, and Celestia was here to see that Starfall's actions were given the proper response...most likely punishment.

Still, despite a strong urge to flee, Starfall simply hung his head and sat down on one of the cushions in the living room, offering up any of the others for Celestia. He figured there would be some Royal Guards waiting outside if he tried to flee, and all it would do was make things worse later on. He might as well just get this over with now. "What do you want to know?" he asked, fighting to keep his voice as level as possible.

Princess Celestia seemed mildly surprised that Starfall was being cooperative, but did not call him out on it. "My sister came to see me last night, and she was furious, to say the least. She is forbidding you from continuing your lessons, and from teaching her, and has been demanding that I arrest you."

Starfall cringed at this, though was mildly surprised at Celestia's gentle tone. He figured she was just trying to be nice to him so he would be honest, but in truth, her kindness was only making him feel even worse, making him feel even more guilty for upsetting Luna so badly last night.

The Princess was not quite done, however. "Now, although my first instinct is to follow her wishes, especially with what she told me about last night, I know she has a habit of overreacting. I want to hear your side of the story before I make any decision regarding what to do with you."

The words left Starfall stunned. Princess Celestia was actually putting her personal feelings aside to give him a chance? That gesture alone was enough to give Starfall a fraction of hope. Even so, his curiosity acted before he could stop himself. "Why? I mean, don't get me wrong, I'm happy you're willing to give me a chance. But if Luna's told you even half of what happened last night..."

Princess Celestia silence him with a raised hoof. "Starfall, in your brief time under Luna's watch, you have proven yourself to be an exceptionally kind and considerate pony. I believe it is only fair that you be given a chance. But," here her voice took on a hard edge, reminding Starfall that this was not in any way a social call. "I want you to give the truth, and nothing else. Now why don't you start by explaining what happened last night from your view?"

Starfall nodded, and sighed, figuring his faint hope was dashed now. Once Princess Celestia confirmed the details of last night, he would be in huge trouble. "I was...distracted...to say the least last night. It was a cloudy night, which was frustrating enough on it's own. But I was having difficulty focusing that night, and had been for some time. The two combined just conspired to leave me barely able to do any studying that night," he started softly.

Princess Celestia nodded, though she did seem curious...suggesting this was the first she had heard of Starfall's struggles to stay focused. "Go on," she prompted.

"Eventually, it got so bad that Princess Luna asked me what was wrong," Starfall continued, his voice growing more stressed and pained with each sentence. "I tried to avoid the subject, not really wanting to talk about it, but she persisted, eventually deducing that I was distracted because I had become interested in a mare recently." He paused here, clearly getting to the really painful part of the story. "At first she...she thought it might have been Twilight I was interested in," here Celestia gave Starfall a surprised look, though the soft smile on her muzzle that briefly appeared suggested she was able to picture just such a situation.

Starfall continued on hesitantly, though, trying to get this mess out of the way as quickly as he could. "I quickly dismissed that theory...Twilight's a good friend, but I haven't seen her since she went back to Ponyville. In the end, Princess Luna realised that there was only one other mare who could possibly be the one I was starting to get interested in." Here, Starfall found himself unable to continue, screwing his eyes shut and hanging his head.

He still heard Princess Celestia's murmur of agreement, though. "Her response to that discovery was...lively, to say the least, from what I was able to gather from her," she said, though a sigh at the end of her words suggested this was growing into a tiresome and trying day for the Princess of the Sun as well. "She's certain that you took up these studies with her for the sole purpose of chasing her affections, a betrayal she's not taking lightly, especially since her traditions dictate that it is forbidden for somepony of your social status to show any kind of romantic affection for a Princess."

Starfall nodded, the memory of Luna declaring him a traitor causing him to sniff slightly. "I know, Princess...that's why I never said anything. I knew she would never be accepting of any feelings I had, and I didn't want to ruin the friendship we did have. But I never decided to study with her just because I wanted to win her over, Princess Celestia...I promise," he added, all-but pleading with her to believe him. "I didn't even get my crush on her until a few weeks later. I just wanted to have her there as a friend while she taught me about something I've loved since I was a little colt."

Princess Celestia was silent for several moments, clearly thinking about what Starfall had said. The wait made Starfall even more nervous than before, but he remained patient, not wanting to push the Princess of the Sun, not sure of just how fragile her mood was at the present. It was nearly impossible to tell whether she was believing him or not.

Finally, she spoke up. "So what you're saying, Starfall, is that despite your growing feelings for my sister, you never intended to act upon them?" she asked, her tone slow and deliberate...clearly making sure Starfall understood every syllable.

Starfall nodded. "I swear to you, on my wings, that I was more than happy with Princess Luna as a friend...even if that's gone now..." he added sadly. He knew that even Princess Celestia could not salvage this situation. She could not force Princess Luna's feelings about last night to chance, and even if she could get Starfall back into his studies, he knew he would never have the trust of the Princess of the Night again. And that was even if the Princess wanted to, which he still somewhat doubted.

Princess Celestia nodded slowly, before looking back at Starfall, her usual, gentle expression back in full force, giving Starfall some hope. "Thank you, Starfall. I can tell you have been honest with me, which I am glad for. I now understand the events of last night a bit better, thanks to you."

Her words left Starfall ready to faint with relief. Princess Celestia had not only given him a chance, but had believed him! It was a better result than he had dreamed of when he had opened the front door some time ago...though the whole day so far felt like it had been a lifetime.

Princess Celestia's next words were enough to put a nasty dent in his relief, though. "However, there is still the matter of what to do about this situation. Could you follow me, Starfall? We still have one more thing to take care of."

Deflated slightly, Starfall gave a slow nod, before moving to follow the Princess as she lead them out of the tower, wondering what it was they needed to do...and whether, despite believing him, Princess Celestia was still angry at him for upsetting Princess Luna so thoroughly. Remembering his bad habit of getting pessimistic, he forced himself to cling to the positives of that conversation...and pray that whatever happened next went just as well.


	19. Chapter 19: The Broken Remains

****_**Author's Notes:** Well, it's very much overdue, but finally Chapter 19 is here! Just as a note of reference, I am extremely pleased with how this chapter turned out, especially the first half. Another note of reference is that I have just recently bought a new laptop, so Chapter 20 might be delayed slightly while I transfer things across and just generally get used to the feel of this new machine. It makes my old laptop look about as useful as a pocket calculator. Now, onto, reviews..._

_To everyone who commented and speculated on the dream sequence at the beginning of Chapter 18...I'm afraid there is not much I'm willing to say about that. Keep reading, and perhaps the pieces will start to fall into place. This story is working it's way towards a big climax, though we still have a long way to go to get there!_

_"Princess Luna of the Night": In your first review, mistakenly entered under "anon" (two seperated identities, or just a mistake? Can't tell...) you've offered to co-write with me. Unfortunately I have to decline...I have several projects of my own that really need to be finished properly, and my head just doesn't have room for any more ideas right now. I am happy to offer advice and beta-read, though. My Skype account name is 'australian_chaos', so look me up there! And yes, to anyone else who reads this and wants a talk, I'd be happy to. Just let me know that you're from this site and this story when you send your contact request, otherwise I may ignore it._

_And finally, as per usual, a HUGE thank you to "DiamondGirl400" for beta-reading. Unfortunately, this is the last time she will be available to beta-read for an extended period of time, meaning that for the foreseeable future, my chapters will be released un-betaed. Hopefully I've improved enough in that time to make up for it!_

_And finally, before I let you go, I feel obliged to warn reader that this chapter does contain some very mild spoilers for "A Canterlot Wedding" the Season 2 finale double-episode of the show. Nothing very specific, but events are vaguely referenced, so to those few of us left who have yet to watch it, I advise doing so before reading this._

_With that little warning, on with the show!_

* * *

><p><strong>Chapter 19<strong>

**The Broken Remains**

Starfall was surprised to note that, in the time he had spend talking with Princess Celestia, the Canterlot pegusi seemed to have rearranged the clouds, as it was now raining throughout the majestic city. The brilliant white and gold architecture the city was renowned for had been transformed into a more drab grey and amber, the whole city looking so much gloomier in the poor weather. Even the grassy fields and parks, despite being rejuvenated by the nourishing water from the heavens, had a heavy, almost sad sense of weight to them.

The upside to the rain, though, was that nopony was out braving the weather, save for a scarce few hurrying about, trying to spend as little time in the rain as possible. Princess Celestia ensured that the two of them, and the two dark-coated Royal Guard Unicorns serving as Celestia's personal bodyguards, remained dry by flaring her horn, a burst of brilliant yellow magic causing a forcefield of identical colouration to materialise around them, glowing faintly as it protected them from the rain, which seemed to sizzle and evaporate upon contact with the field, though anything else touching the field was allowed to pass through untouched as they continued on, the forcefield following them along Canterlot's roads towards the Royal District.

As they continued along, Starfall noticed several other unicorns had thought of similar plans, using either bubble-shaped forcefields like theirs, or else umbrella-like domes of magic above them to protect them from the rain, allowing them to go about their business as per normal. Starfall thought he saw the same cyan-coloured pony who had waved to Twilight when she had shown him her tower...Lyra Heartstrings, he vaguely remembered her name being from another time he had encountered her. But by the time Starfall looked over his shoulder to double-check if it was her, she had disappeared around a corner, obviously not willing to stick around in the rain.

None of the ponies out and about seemed to notice that there was a Princess in their midst, though, so Starfall simply flicked his wings to rid them of the few drops of water they had accumulated in the brief moment they had been exposed to the rain, before moving into step behind the Princess, keeping to a casual trot to keep up with the Princess' longer stride.

As they got close to the Royal District, though, Starfall spotted a unicorn he really did not want to see right now...Cosmo. The black unicorn, strangely, did not seem to be moving with all that much purpose, the horrible weather the only thing stopping Starfall from assuming he was simply just loitering around, although he did notice the silver sheen of a magic forcefield around the former friend, protecting him from the rain in an identical manner to Princess Celestia.

As they passed by, Cosmo looked up, spotting the small group, making him pause, apparently tense in the presence of Princess Celestia, despite the fact that she appeared to have not noticed him at all. He briefly caught Starfall staring at him, throwing the pegasus a surprised look, before sneering and trotting away from them, apparently having remembered something better to do than remain in Starfall's presence.

For a few moments, Starfall was left wondering what Cosmo had been doing there. As far as he was aware, there were no shopping malls or points of interest near the Royal District...and the District itself was restricted access that few common ponies were allowed to enter. Which basically meant that unless Cosmo was visiting somepony who lived near the borders of the Royal District, he really had little reason of being there in the first place. But who was he visiting, then?

After letting his thoughts and questions chase each other in circles for a few moments, Starfall was brought out of his musings, his thoughts travelling to the coming encounter with Princess Luna as they entered the Royal District. He was under no illusions the Princess Celestia was taking him anywhere else; this matter involved the Princess of the Night, which meant that was the only place they could be going.

It was an encounter Starfall was not looking forward to in the slightest. Even if Princess Celestia was being kind to him so far, he had no doubts that the younger Princess would demand immediate action the moment she saw him. He seriously doubted her anger had abated at all since last night. The question currently troubling him was why was Princess Celestia throwing the two of them together again? Surely she knew it would only rile her sister up further to see him again?

Despite his misgivings, Starfall chose not to speak up, obediently following the Princess of the Sun as she guided him towards the quarters of the two ruling Princesses, her golden weather shield shimmering out of existence, no longer needed in the Royal District, which was a part of Canterlot completely covered by a vaulted ceiling situated high above their heads, though several sections of the rooftops were made of glass, allowing a clear view of the grim sky overhead. The Royal Quarters was a highly secure location, Starfall knowing many unscrupulous types would love to try and have a shot at overthrowing the current royal line if security ever turned lax.

A small minority of ponies were of the opinion that Princess Celestia and Princess Luna, having ruled over Equestria for over a thousand years, were due to step down and let somepony else take their place as leader of Equestria. Starfall did not understand such an opinion, believing that as long as Princess Celestia remained the just and kind leader that she was, that there was no reason to ask her to step down just yet.

But the fact remained that such opinions existed, and that some ponies were so assured of that opinion being the correct one, that they would go to extreme lengths to see the Royal Sisters cast aside. Starfall had heard the rumours that Canterlot's deepest dungeons were filled with the various ponies who had been caught in their attempted regicide, along with other, dangerous criminals, many of them not even ponies.

Once more shaking himself out of such grim thoughts, glaring up at the gloomy sky through the windows above his head as if to blame them for his pessimism, as Princess Celestia finally stopped in front of a door Starfall recognised only too well. Behind it was Princess Luna's study, where he had been learning from her for the last couple of months. It seemed the moment of truth had finally arrived.

Princess Celestia seemed to wait a moment, glancing at Starfall while he gathered himself, apparently waiting for him to show he was ready before committing to anything. He gave her a grateful smile at her consideration; this was going to be trying enough, facing a Princess who was angry at him, without the added burden of just being thrown in the room with little to no preparation.

After a few deep breaths, Starfall figured he was as ready to face this encounter as ever, and nodded to Princess Celestia, who nodded back, before turning to the door and knocking gently on it. Starfall closed his eyes for a brief moment, bracing himself. When Princess Luna saw him, Discord was going to reign for a brief moment.

"Enter," came the reply of the voice Starfall recognised all too well...a voice he used to cherish hearing every time he visited this place. Now, however, that voice left him feeling incredibly nervous, and a little bit scared as well. But as Celestia's magic opened the door, she remained behind him, giving him little choice but to enter meekly, looking up through his eyelashes and mane at the Princess of the Night, waiting for her inevitable explosion.

Surprisingly for the sun-hued pegasus, Luna's explosion never came...or was at the very least muted. "What is he doing here?" she growled, her tone clearly demanding an answer as Princess Celestia made her presence known. "We thought we were clear on the matter, Sister?" she asked, her tone making Starfall cringe. Luna had obviously been asking for him to be punished in some form, likely very severely.

The elder Princess, however, was not intimidated by her younger sister, responding to the demands with a hard stare that was enough to make Princess Luna paused, even if she still looked angry and ready to explode at any moment. "And I assured you, Luna, that I would get to the bottom of this incident. And I have," she replied, sounding almost like a mother trying to explain something to a young foal. "And what I have discovered has left me rather disappointed in both of you."

Starfall grimaced at the reminder that, despite Celestia's gentle attitude towards him, he was still in some kind of trouble. Luna, meanwhile, seemed stunned that her sister was taking such a hard attitude towards her. "But...Sister," Luna started to protest. "We explained everything to thee last night! Starfall has made transgressions against us, against the Royal Family, that cannot be ignored!"

Princess Celestia sighed, looking like she was fighting to keep her patience. As gentle as Starfall knew the Princess of the Sun was, he knew even even her temper had to have it's limits...and this day was obviously pushing them. "Yes, sister, I understand that Starfall's declaration was a little out of place, and surprising. And that he was wrong for hiding it from you all this time."

Starfall had the good grace to look sheepish, and a little guilty. Princess Celestia had a point. As much as he was certain the Princess of the Night would never return his feelings, he should have said something the moment he became aware of it, rather than hide it, and make his intentions look worse than they already did. He had dug himself into this pit he know found himself in...and even if Princess Celestia seemed to be trying to help rectify that, he knew it was going to be up to himself, and him alone, to dig himself back out again.

While Princess Luna seemed to be nodding in satisfaction, glad her sister was taking her side, Princess Celestia once more settled her magenta gaze on her sister in a piercing stare. "However, sister, _you_ are at just as much fault as Starfall," she continued sternly, making Starfall shiver as he heard Princess Luna gasp in shock. He realised he never wanted the ruler of Equestria upset at him ever again. She may not be raising her voice, but her tone alone was scary enough.

"Us?" Luna repeated, clearly stunned. "But...what have we done?" she asked, sounding genuinely confused. Starfall had to admit that she did have a point. As far as he was aware, the Princess of the Night's only crime was possibly overreacting a little, which given the circumstances, was understandable enough, even if it left him feeling even more guilty than before.

Princess Celestia sighed, going into a full-blown lecture mode now. "My sister, I requested that Starfall teach you about the way today's world works for a reason...to avoid situations such as this one." Princess Luna made an attempt to protest at this, but Celestia raised a gold-shod hoof, stopping her younger sister's words, clearly barely even getting started. "I understand that the whims of Starfall's heart are less than ideal, especially for you, Sister, but times have changed more than you can begin to realise, and you need to understand this so this kind of thing is never repeated."

Celestia's words seemed to merely confuse her sister, who made her confusion known. "We do not understand, Sister. Thou speaks as if social class no longer exists, but we have seen it for ourselves. Royalty stay with royalty, and the commoners keep to themselves, as well. That is the way it is supposed to be."

Princess Celestia gave another frustrated sigh...clearly Luna was missing something the elder sister assumed was blatantly obvious, and was getting tired of having to point such things out. "Luna, you know as well as I do that this has changed more than most things. Or have you already forgotten the wedding of dear Princess Cadance...specifically, that she married Shining Armor, who is not part of any royal bloodline?"

Starfall vaguely remembered that there had been a royal wedding in Canterlot some months ago now, and also remembered that the wedding had very nearly been ruined by an attack against Canterlot, the details of which were surprisingly scarce, the only readily agreed-upon fact was that it had been thwarted, and the aggressor had been using the wedding as a cover to stage their attempted coup. He pushed the event out of his mind, though...thoughts of the days surrounding that event usually lead him to that very dark period of his life he refused to even think about.

Princess Luna, on the other hoof, seemed to think Celestia's argument had little validity, waving it off. "That is different, Sister. Shining Armor is the commander of the Royal Guard. He is royalty in all-but blood," she countered, seeming to think her argument settled the matter.

Starfall had to admit she did have some sort of point. Royal Guards were the tip of the royal spear, figuratively speaking, which practically made them royalty themselves. At the very least, they were highly respected, and it was not uncommon for certain Royal Families separate from Celestia and Luna's line, such as Princess Cadance, though the young Princess was apparently Celestia's niece, though the blood relation was said to be rather thin, to marry a pony from the Royal Guard, or even the Canterlot Military.

Princess Celestia shook her head. "A thousand years ago, Sister, you would be correct. But today, this is no longer the case. Social class does still exist, but it does not have the same level of importance it did a thousand years ago. A commoner can, with a single lucky break, become a prominent figure in high society within months. And there was a case once of a prominent Prince in the Royal District marrying a common country pony. Relationships today are, ideally at least, based entirely on the love the couple share for each other."

Princess Luna looked like she was about to interrupt again, so Celestia continued hurriedly, Starfall guessing that Luna was going to say something along the lines of having little affection for him. "I'm not saying you have to return Starfall's feelings, Luna. That is for you, and your heart, to decide. But Starfall has broken no law, and done nothing that could be even remotely conceived as wrong, except possibly hiding the truth. As long as he understands that you do not return his feelings, and abandons any attempt to pursue his feelings further, then there is little more I can do."

Starfall nodded, deciding he had better say something. "I never intended to pursue these feelings in the first place. And now that I know these feelings are not wanted, I think they're already passing," he admitted. He was pretty sure it was true, as well. He wasn't blushing and fidgeting like a hormonal adolescent in the presence of the prettiest mare in his school class when he was around Luna any more. His heart seemed to have realised his crush was being rejected, leaving it to slowly fade out of existence.

Celestia nodded. "That is probably for the best, Starfall. Next time, though, I suggest you stay away from hiding your feelings," she advised kindly, before turning back to her sister. "Now, sister, your reaction, though excessive, makes some sense in light of your continuing attempts to adjust to the modern world. As such, I'll ignore the pain you've put Starfall through needlessly. But I want your teachings to him to resume, and I want his teachings to you to continue again."

Starfall was stunned beyond words. Princess Celestia was not only letting him off with little more than a scolding and a bit of a guilt-trip, but she also wanted his astronomy studies under Princess Luna to continue? While part of him was elated that his life had not just been resigning to the dumps, the other part was very worried. Luna was not going to like this suggestion one bit.

"What?" Luna cried, her reaction not disappointing Starfall's expectations in the slightest. She was clearly stunned, and very unhappy with Celestia's request. "After all that has happened, thy desire is for us to work with him again?" she demanded, clearly this having been the last thing she expected. She seemed to have accepted, at long last, that Starfall was not going to punished, but having to return to studying with him seemed to be a step too far for her.

Celestia nodded stiffly, giving her sister another of her patented glares. "Do not forget the secret Starfall is aware of, Luna. He has a never-before-seen talent that we should cultivate. And as I have repeated several times before, he is in the best position to show you the modern world, and how it works. I want your studies to continue, and that is that," she said, her meaning in her tone clear. She did not want any more protests or arguments. Even though she was not talking to him, Starfall knew that if she talked to him like that, he would be rapidly agreeing to anything she said.

Princess Luna glared right back at her sister for several more moments, tense, clearly desperate to protest further. But sure enough, her aqua eyes lost their hard edge, seeming to realise that her sister was not about to let her have it any other way. "Very well, Sister. We shall do as thou asks," she relented, though her tone was stiff, clearly unhappy with proceeding. "But let us express plainly our displeasure at this."

With this, she gave Starfall a hard look, one that made him swallow nervously. He may have gotten his basic, but comfortable life back, but he was not certain that the next few weeks were going to be very rough. Princess Luna was very displeased, and Starfall was going to be the only pony she had in her presence, making him the prime target of her displeasure for the foreseeable future.


	20. Chapter 20: Common Gound

**_Author's Notes:_**_ This is the first time I've posted two chapters in as many days for a little while, but I did have this chapter half-done when I had posted Chapter 19, so don't expect this to happen much, if at all, from now on, especially since I am now self beta-reading my own work, as "DiamondGirl400" will not be available for the immediate future. I still want to give her a shout-out though, for all the help she's given me...I think my writing has improved a lot since I started writing this fan fiction, thanks to both her, and the constructive criticism of all my reviewers._**  
><strong>

_As such, from now on I am writing without a beta-reader, and I am currently not looking for a replacement. Those who point out various flaws in my chapters are free to continue doing so, but I am not looking for dedicated beta-readers at this time. Now with that out of the way, onto review answering...it's been less than a day and I still have plenty to look at:_

_"Zorayda": The point about Luna letting Celestia push her around is actually a valid one. In my mind, it would be a mix of factors. First, it is made blatantly obvious that Princess Luna is the younger sister, and as of the end of season 2, we are yet to see or hear anything about their parents. I get the feeling Luna looks up to Celestia not only as an older sister, but also possibly as a mother figure. Second, while it is not directly alluded to, the show gives off the distinct impression that while Celestia and Luna are meant to be co-rulers, that Celestia appears to be the more "senior" Princess of Equestria, and as such, probably holds some higher authority. Between those two factors, Princess Luna may be inclined to trust her sister's judgement, even if she doesn't like it much. Remember, the last time she openly fought against her sister, it apparently turned her into the evil Nightmare Moon and saw her banished to the moon itself for a thousand years. I very much she, or anypony else, would want to risk having something like that happening again._

_"Princess Luna of the Night": I'm glad you enjoyed that chapter, and thanks for pointing those out. Yet more niggling bad habits I need to work on, and I'll see what I can do! And trust me, Starfall's crush on the Princess has not been consigned entirely to the dustbin just yet. As for your random question...like Fruit Loops? Please, everyone knows I AM a Fruit Loop!_

_"VirusChris": You sure know how to read between the lines of a story, don't you? You have some seriously interesting theories, but until my story progresses further, my lips are tightly sealed. You all just have to wait and find out. I'm glad you, and so many other people, are enjoying this story so much!_

_I would also like to thank everyone who keep praising my efforts to keep the canon characters true to the show. I am so glad my efforts seem to be getting genuine results, and I'm very happy that my work is pleasing you all! Hopefully this trend can continue._

_Before I sign off, I would like to send out a call to all interested readers that Chapter 21, which I have yet to start writing at this point, will have the opportunity to include a few background ponies from the show in cameos. Some of you have already left behind requests, but if anyone else has any in-show characters they would like to see make an appearance for a paragraph or two, let me know and I'll see what I can do!_

_And without further ado, away we go!_

* * *

><p><strong>Chapter 20<strong>

**Common Ground**

Sure enough, the next month was intensely unpleasant and trying for Starfall. While he remained in Twilight's old tower, and had once more resumed his lessons with Princess Luna, the tension between them was so high you could feel it just by standing in the same room.

The Princess of the Night once more insisted on formalities when they were together, the casual, friendly atmosphere they had once had completely destroyed. Even the formalities seemed rather pointless, as the only time either of them engaged in conversation was to greet each other at the beginning of each lesson, to farewell each other at the conclusion of the night, or occasionally when Starfall had a question about his studies. During Starfall's teachings on modern society, Princess Luna was totally silent, never once speaking up, and simply working on her studies as best as the silence between them allowed.

The way Luna was deliberately keeping him a distance was painful, but somewhat expected for Starfall. What was really worrying him was the way this attempt to keep him at a distance was not fading as the weeks passed. If this kept up, Starfall knew it was only a matter of time before one of them snapped and said or did something stupid. Once that happened, his lessons, and his time in Canterlot with the Princess of the Night, were over.

A small positive of the whole mess for Starfall was that, despite learning of the incident, Twilight Sparkle continued in her habit of regularly writing him. She seemed to be thinking almost similar lines to Princess Celestia, that both of them had been pretty silly, but neither had done anything unforgivable. She did advise Starfall to keep his head down and not try and force the issue with the Princess, and just focus on his studies and let her work things out at her own pace.

Starfall had taken Twilight's advice and heeded it, having intended to do just that anyway, but as he sat at the bench, one month on, taking notes on his latest observations in the night sky, he was starting to worry that he might need a new approach. As per usual, Princess Luna had done nothing but silently observe him since he had arrived, occasionally heading off to a corner to work on her own things, either her various royal duties, or perhaps catching up on some of her own studies on modern culture.

Despite her silence, Starfall could tell Princess Luna's attitude towards him was not improving. While she continued to grade and mark his work fairly and consistently, her attitude towards him during his lessons was one of disdain, sniffing in displeasure at certain study habits he displayed, and showing almost bored indifference when he took his turn at teaching her, seeming to take greater enthusiasm to her own studies when she was learning directly out of a book.

Still, Starfall knew calling her out on her own poor behaviour was not the way to approach the problem, and so just did his best to put on a mask of indifference and keep working away, though deep inside, every scathing noise and unpleasant look from the Princess of the Night hurt him more than he cared to admit.

While Starfall's crush on Princess Luna no longer bother, her violent rejection making his feeling retreat back to a distant, shadowy corner of his heart, Starfall knew the feelings would never fade entirely. He had seen pieces of the pony beneath the shell of her hard facade and fiery temper, the lonely alicorn who seemed to just want a friend or two in her life. Starfall still wanted to be that friend, as he always had, and with his deeper feelings now locked tightly and securely away, all he could do was hope Princess Luna gave him another chance.

But it was looking more and more like a fool's hope at the moment, as Starfall sighed, getting back up and crossing the study to one of the large telescopes, making some mild adjustments to the focus and zoom of the astronomical device, before placing it against his eye, looking up into the night sky, quickly focusing on a distant source of light.

For the last few nights, Starfall had been studying galaxies, immense clusters of stars sitting at unfathomable distances from their own world, which Starfall had learned was actually just a small speck in the cosmos, surrounded by the stars of a galaxy of it's own. It was, like everything else in astronomy, fascinating stuff, Starfall soaking up the new knowledge he did not have about this particular cosmological phenomenon like a dry sponge in a full bathtub.

Galaxies, while not Starfall's primary astronomical interest, had always fascinated him. His sensitivity to the stars...and their magic...was multiplied a thousand-fold when it came to galaxies. Since they were massive clusters of stars, they appeared to Starfall as magical bonfires compared to the candles of regular stars. The trade-off was that their magic was a bit more unstable, various fields of magic all vying for attention at the same time. Starfall found that galaxies that helped make up constellations in the sky tended to be a bit more focused in their magical application, which lone galaxies not associated with any sign or field in the sky tended to be little more than potent, if unstable, power boosters.

The problem was that Starfall, for all his magical sensitivity, was not a unicorn. Therefore, everything he knew about the magic within the stars was based upon his own observations, and theories he derives from said observations. Princess Luna had, as a result of his knowledge of the royal secret, assured Starfall that he would be learning about the finer points of the how the cosmic magic worked and behaved, but not for a long time. And now that they were on bad terms, Starfall was starting to suspect that she might not end up teaching him about it after all, and attempt to preserve what little was left of the secret that he did not know.

But even as Starfall shook his head to clear his thoughts and refocused on the galaxy he was studying, making a few observations he would have to note down, his vision through the telescope was suddenly overcome by a white haze, as if his eyes had just suddenly developed cataracts over the space of a few seconds.

Blinking, Starfall grimaced when the white haze blurring his view of the galaxy only seemed to grow more prominent, taking his eye off the telescope to look at it with the naked eye, puzzled when his vision seemed perfectly fine. He wiped his eyes, before putting his eye back to the telescope, finding the haze not only persisting, but was now so bad the galaxy he had been observing was completely obscured behind it, no longer even marginally visible.

But when he stepped back to take a look once more with the naked eye, he spotted something a little off...something was there, in front of the galaxy he was studying, that had not been there before. Or at the very least, he had not noticed it before. Frowning in puzzled curiosity at this unexpected apparition, he put his eye back to the telescope, but this time fiddled with the zoom, pulling his focus back a little so he could get the bigger picture.

When he finally saw what was blocking his observations of the distant galaxy, he vaguely felt his lower jaw drop away from it's upper half, briefly fiddling with the focus of the telescope to confirm what he was seeing was real, and not some strange result of a focusing mistake...or even his own imagination.

But after double-checking his instruments, his eyes, and even his mental state several times over, he realised he was no seeing things. There was simply no mistaking the shining, elongated tear-drop shape in his view as he crawled slowly through the heavens in front of his very eyes. He was staring at a comet...an incredibly rare sight in the Equestrian sky.

Starfall had heard stories of various comets ponies had spotted throughout the ages and generations. There were accepted as an exceedingly rare, but real cosmological event, though most ponies were considered lucky if they ever saw one in their lifetime. What was not widely accepted was their purpose in the night sky.

Some believed several routine sightings across multiple generations, due to their rather precise pattern and similar behaviour and paths across the sky, were actually the same comet making multiple, routine visits in the night sky. Others believed it was mere coincidence, and that every comet sighting was of a different comet each time.

There was also debate surrounding the very nature of the comets themselves. Some believed they were creations of magic and energy, physical manifestations of the ethereal force, and that they held immense magical power. Others still believed they were physical beings of unknown make-up, flung through the reaches of space by unknown forces, their majestic glow and long, mesmerising trails simply the product of the extreme speeds at which they travelled.

Starfall had no true theories of his own surrounding the mysterious celestial bodies, though as he gazed at the comet, he got the distinct impression that, much like the stars, this comet held some kind of magical potential...though due to the strange nature of it, and the fact that it was undoubtedly different from a star, meant his ability to read the magical signature by instinct alone was not as fine-tuned as he was used to.

Despite this potentially frustrating shortcoming, Starfall did not care in the slightest, still mesmerised by the once-in-a-lifetime sighting. Once he finally regained his senses...and once more confirmed that yes, the comet did indeed exist...he pulled away from the telescope, turning to Princess Luna, who was still perusing the book she had opened up earlier, the tome surrounded in a sky blue glow...her magical signature, as it hovered in front of her.

For a moment, Starfall wondered if it would be wise to speak up to the Princess of the Night, considering how tense things were between them. In the end, though, he shook the doubt off. This was something neither of them could afford to miss. "Uhh, Princess?" he called tentatively, having to resist the urge to take a wary step back as the Princess lowered her book, giving him a pointed stare, clearly not pleased at the interruption.

Starfall gathered his wits back up, though, and pressed on, gesturing with a wing towards the telescope. "I, uhh...I found something interesting. I really think you should see this," he explained, unable to hide the amazement in his voice, the sheer awe at what he had seen simply too powerful.

Princess Luna responded by simply raising an eyebrow at him, her expression seeming like she was trying to appear disinterested in anything he had to say, but failing miserably as her curiosity got the better of her, clearly wanting to see what Starfall found that was so fascinating. Sighing, she marked her place in the book she was reading, before setting in down and getting to her hooves, though she still looked irritated at the interruption. "Very well, Starfall," she relented, though her voice was sharp and short. "We shall see what has captured thy interest. This had better not be a waste of our time, however," she added, the barest hint of a threat to her tone, making Starfall shiver slightly, swallowing nervously.

Still, he stepped aside as the Princess approached the telescope, allowing her to view what he had seen, having left the telescope's calibration exactly as it had been...as long as the comet had not moved too far in the last minute is should still be within view. "If you can't see anything significant, just zoom out a bit and it should be there again," Starfall suggested, earning another glare from the Princess, though he did not get the same urge to run away this time. The Princess of the Night had been this way for the past month, and Starfall was finally getting used to it.

His advice was unneeded in the end, however. Princess Luna's eye was only at the telescope for a few seconds before she pulled back, eyes wide. "Thy eyes discovered this?" she asked, clearly stunned. All sense of hostility was gone, replaced by complete fascination, making it clear that, even in her thousand-year lifespan, this was a rare sight to behold.

Starfall nodded, risking moving closer to get another look at the comet with the naked eye. It was incredibly distant at this time, making it very hard to see, but he could somehow spot it, a small, almost invisible point of light right next to the galaxy he was supposed to be studying, having by now moved away from the star cluster. There was not much to see without the telescope, making Starfall hurry over to another, less powerful telescope than the one Princess Luna had pressed her eye back to, eager to see more of it.

As he calibrated the second telescope, Princess Luna continued, obviously excited by this. "It has been over a thousand years since we have seen one of these!" she babbled, sounding suddenly much younger than her thousand years, like a young foal going on about a new toy she had gotten as a present, or something to that effect. "We were going to have thou study about them from books, but this discovery presents us with a wonderful opportunity!"

Starfall nodded, putting his eye back to the telescope, having now found the comet, simply gazing at it in wonder. "You're telling me! Most ponies don't even get the chance to see one, let alone have the equipment with them to study one when it does come along!"

Princess Luna nodded. "It is indeed a very rare privilege," she murmured. "Even in our time we only saw the one before this. And during our...exile..." here she paused, her voice shaking ever so slightly, the barest hint of shame creeping into it, before she shook it off and ploughed on. "We never had the tools to study them. We've always wanted to have the honour of viewing one of these wonders once again."

Starfall paused for a moment, looking over at the Princess of the Night, who was still engrossed in studying the comet. There is was again...that side of the Princess nopony ever got to see. The real Princess, the socially distant, lonely pony with a dark past who tried to put on a brave face for the world, but who seemed to just want a friend who accepted her for all that she was.

He decided the Princess would rather such a thing was not brought up, though, and so kept on with his fascination of the comet. "You're not the only one, Luna," he replied, not realising he had reverted to his old, informal way of speaking to the Princess. "Ever since I first heard about them, when I just a tiny colt, I wished I could see one for myself. I knew I never would, but I never stopped wishing. And now I have the chance...and they're beautiful."

Princess Luna gave an idle nod beside him. "That they are, Starfall. They always have been beautiful. A rare treasure of the night sky, and something that we have always been enthralled by." The Princess never took her head away from the telescope, obviously truly fascinated by what she was witnessing. "The night sky has always held a special place in our heart, but these shooting stars, these...comets...have always been what we have loved the most about the skies of the night."

Starfall, having gotten his fill of the comet for now, was now staring at Princess Luna in stunned silence. This side of her, the one that adored and enjoyed her duty to watch over the night, both down here in Equestria, and up there in the skies above their heads, was a new piece in the puzzle of the Princess of the Night that Starfall had not seen before now. It was one thing about her that Starfall had remained mystified about, even when they were tentative friends. He had never known her interests, her hobbies. And now he knew...one of her core interests was the same as his; both of them had an insatiable fascination with the night sky, and all it's secrets and mysteries.

It seemed that Princess Luna had also chosen this moment to realise that, for the past few minutes, the hostility that had been festering between them had disappeared. She pulled away from the telescope for a moment, looking at the pegasus rather awkwardly. She had obviously remembered the incident which had pushed them apart, and was trying to figure out how to respond to this sudden episode of civil, friendly behaviour.

Starfall, too, was left feeling kind of awkward, and a little wary. While the moment had been good while it lasted, he was worried about how the Princess would act now. Would she see and say something nasty to make up for the friendliness, or would she simply let it go and move on? Her hostility towards him ever since his crush had come to light had been very strong, so Starfall understood that she was not going to resume friendly relations with him again. Repairing the rift between the two of them was going to be a much longer struggle.

Eventually, though, Princess Luna grew tired of the increasing awkward silence, broken only by the slight noise when Starfall shuffled his hooves nervously. She looked him over for a moment, before fixating on something around his head, sniffing. "Thy mane has become far too wild. Does thou ever cut it?" she complained, though there was a slight sense of insincerity to her tone, as if she was forcing it.

Starfall could only snort in amusement, having to stop himself from outright laughing as he patted at his mane a little self-consciously. Of all the things she had picked to complain about, the Princess of the Night had picked his mane. Starfall had to concede that she had a point, his mane had grown out so far now it had extended below his shoulders. It really was overdue for a cut, and while Starfall did like his mane and tail rather long, both had gotten rather excessive...even his tail had grown out to a ridiculous length, the tip of it actually dragging along the ground nowadays.

But even as Starfall gave her a sheepish smile, he saw Luna shake her head, before returning to her telescope, Starfall watching her for a few moment, before resuming his own comet-gazing. It was not much, but Starfall could sense the hostile tension between the two of them had eased considerably. He was not sure how things were going to work between them from now on. But maybe...just maybe...there was a chance that, with a bit more time and effort, their old friendship could be repaired.


	21. Chapter 21: New Cuts, Old Wounds

****_**Author's Notes:** Whew! This chapter is my longest so far for this story (just over 4,000 words, not including these notes)! It just kept going, and I couldn't find an appropriate point to cut it off, so enjoy this large slice of plot development, but don't expect such long chapters too much. And may I add that this is one chapter you readers should really pay attention to. It looks like pointless filler, that there's a LOT going on. Now, onto reviews from last chapter:_

_"VirusChris": Thanks for the long and kind review, and keep an eye out through this chapter...some of your requests have been answered!_

_"Kurtispj5": That comet will be appearing sporadically for the rest of the fic. The start of this chapter should help explain why._

_"Phaedrolous": Interesting point there...rekindling old friendships, and remembering the fact that friendship can sometimes blossom into something more, would be great Friendship Reports for the Mane 6, wouldn't they? Maybe I can work that into the story somehow..._

_"Roarin Thunder": Thanks for the praise on Luna's portrayal. I really try to understand how and why she behaves certain ways in what little screen time she gets in the show, and expand on that in my fic. Even though she's really only been in one episode, that episode gives writers a surprisingly deep character to work with, if you know how to look for the subtleties within characters. I'm just glad I haven't messed her up._

_"xtremesmw": Your tip for self-checking is a really good one. Unfortunately, I don't have reliable access to a printer, and would rather not waste the paper. This latest chapter would have taken up 6 pages all on it's own! And don't worry, I don't stress about updates. Basically, I update this story as I finish writing and checking each chapter._

_Once again, thank you to everyone else who reviewed, and all those who have put this story on their Favourites and/or Alerts list. The amount of attention and love you are showering this fic with is blowing my mind!_

_But I've waffled on enough, so I'll let you go and read my longest chapter yet! Have fun!_

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><p><strong>Chapter 21<strong>

**New Cuts, Old Wounds**

Starfall once more found himself shrugging his midnight cloak high over his shoulders, keeping the cowl up over his face as he made his way through the streets of Canterlot, trying to avoid drawing attention to himself. The incident a month ago regarding his crush on Princess Luna had now stopped the public rumours about him, and the nature of his lessons with the Princess. If anything, the rumours had only intensified the longer he studied under the young alicorn, though word had not yet spread about the way he was teaching Luna about modern society. The Princess of the Night was obviously being very careful about which ponies she allowed to know that small detail.

But while the rumours were not going away, the Canterlot public seemed to be running out of things to say about him and the mysterious Princess. It also helped that, with his cloak on, Starfall's distinctive monochrome mane and vivid blue eyes were out of sight, allowing him to wander the streets with some sense of anonymity. He caught the occasional bit of gossip about him and Luna, but it was mostly the same, tired old stories he had been hearing for weeks. Most of Canterlot seemed to have grown bored with his situation, and were moving on to newer, juicier bits of gossip they could find.

The shift in public focus away from him left Starfall relieved...he had enough to deal with without the added strain of the public spotlight on him all the time. It had been a couple of days since he had sighted the comet in the sky, and his studies of the night sky had shifted to focus exclusively on that, Luna wanting to take this opportunity to study the rare phenomenon. It was an opportunity Starfall had grabbed with both hooves, his dedication to his studies reaching an all-time high as he soaked up all the information he could about not just this comet, but comets in general.

And it seemed that their studies were uncovering things even the Princess of the Night had never known before. Starfall's sensitivity to cosmic magic had told him that there was some kind of magical potential in the comet, but as a pegasus, there was little he could do to investigate further. When he had mentioned this to Princess Luna just last night, she had investigated this herself, though seemed rather sceptical...the magic within the stars was a phenomenon the Princess had worked with Celestia to create in case of dire emergencies...neither of them had ever done anything similar to any comets they had ever seen in their extended lives.

But the Princess' personal investigation had not only proved Starfall correct, but left his observations seeming almost humiliatingly basic. Not only was there magic potential within the comet...but said magic potential was far stronger than even Starfall had predicted. His observation that the magic had seemed unstable was also proven, the Princess of the Night left with a nasty headache from the magical backlash of simply trying to observe the comet's power using her own magic.

Despite this, both Starfall and Luna had realised that they had stumbled across a big discovery. If this comet was a gigantic, cosmic magical power source, then there was a significant chance the other comets were as well. The Princess of the Night had left Starfall's jaw on the floor with her insistence that this could be a ground-breaking discovery in astronomy, a discovery that Starfall was primarily responsible for.

The fact that Princess Luna had let him know of just how important his chance observation could be, and how it could turn him into an figure of importance within astronomy circles, was a big sign of how far their relationship had come already since they had discovered the comet. While they were not exactly friends once again, the hostility between them had mostly vanished. The Princess of the Night did give Starfall the occasional bitter criticism or snide remark, but Starfall could tell her heart was not truly in it, and that she was only doing it because she was still a little angry about the whole crush incident. For Starfall, he was just happy she was talking to him again. If she was talking, he could talk back, and conversation between the two of them was only going to help their friendship recover all the more.

Since Starfall's crush on the Princess had yet to truly die, the yellow pegasus had begun to worry that reigniting their friendship might see his desire for a closer relationship start to take over and drive him to distraction. Fortunately, though, it had yet to show itself so far, which left the young pony relieved. The last thing he needed, or wanted, was to end up taking their relationship full circle, after he had promised both of the royal siblings that Luna's blatant rejection meant the matter was over and finished with for good.

Starfall was briefly pulled from his thoughts as he vaguely registered passing a somewhat familiar face as he trotted down the street. Looking up over his shoulder, he caught the mare looking back over her own shoulder at him, surprised to see the faded purple eyes and long charcoal mane of Octavia looking back at him, a case over her back that clearly contained a small string instrument of some kind.

For a brief moment, both ponies just looked at each other, still growing more distant as neither stopped. But then Octavia gave Starfall a brief nod of greeting, clearly recognising him. Starfall was stunned for a brief second at such a high-society figure remembering him, even if she was not terribly prominent, before nodding back and continuing on his way. He had not seen Octavia since the incident with Cosmo and the strange, cheery pegasus in the mall, and the fact that she had still recognised him left Starfall walking with his head held just a little bit higher.

But Starfall's sense of pride did not last long. Being early morning, his mood was rapidly brought back down by last night's nightmare. The same nightmare he'd had a month ago on the night Luna had learned of his crush was recurring every few days...and growing more and more frequent as time passed. But the nightmare was still incredibly vague, Just a mass of blurred shapes and distorted noises, thought that manic cackle was always there, and always tugging at Starfall's mind, like he was meant to recognise the voice that cackle belonged to somehow.

He was also getting the sense that this could be more than just a regular old dream...that there was something somehow important about it. But he was quick to shrug that notion off early each morning after the nightmare. It was a blurred, jumbled mess...aside from the cackle, there was nothing about the nightmare he could clearly make out. As such, there was nothing important to be gathered from it. Even so, the simple fact that the dream was revisiting him every third night now was starting to worry him. This dream was growing alarmingly frequent, and refusing to go away.

But, as always, Starfall could discern no rhyme or reason to any meaning to the nightmare, and so shoved it to the back of his mind, realising he was almost where he wanted to go. Up ahead was a small manedresser, a place Starfall usually visited with a hint of trepidation, since he preferred his mane long and rather messy. But as Luna had commented a couple of days ago, his mane was well beyond long, and rather than messy, it was a tangled bird's nest. He was overdue for this, and figure he might as well get it over and done with sooner rather than later.

As he approached the manedresser's...a place Twilight had recommended in her latest letter to him, after he had remarked about his mane in one of his own to her...he saw a figure who was just leaving. The young unicorn mare had a rather brilliant azure blue coat, and pale, almost pure white mane and tail, which looked almost immaculately neat after the manecut she likely got. What made Starfall notice her, though, was her cloak. It was a faded, worn purple, clearly well-used, and had silver and gold stars scattered all across it, dull from age. A pale gem of some sort acted as a brooch, holding the neck of the cloak secure, but even that looked scratched and worn.

Starfall could see the rather heavy way the mare carried herself, and that, along with the poor state of the cloak, told Starfall that she had once been some kind of show-pony who had suffered a rather nasty fall from grace. Before he could say or do anything, though, the unicorn looked up, spotting him. She just looked back at him, her violet eyes locking with Starfall's, before giving him an unpleasant glare and stalking off, clearly not looking for any form of sympathy right now.

Starfall winced at the way she reacted to his staring, before sighing as she disappeared, but pushing the minor incident aside and heading into the manedresser's. There was nothing he could do there, especially if the unicorn did not want any help. And he had no idea what had caused her fall from grace, or if she had even a show-pony at all. The cloak could be a family heirloom or something, and the impression he got of her being angry at the world could just be the result of a bad morning. In any case, Princess Luna's glares made this mare's seem almost friendly in nature, so Starfall was not as intimidated by it as he once might have been.

As he entered the manedresser's however, Starfall ran into something while he was looking over his shoulder, stumbling back and rubbing his head where he'd struck the other pony. "Oh, sorry!" he apologised automatically, even as he turned to see who he'd run into. "I didn't see..."

"You again?" Cosmo's voice rang out, just as Starfall's gaze found the black unicorn, making his ears flatten instinctively as he backed away a couple more steps from his former friend. Of all the places he had to meet his old friend, it had to be here.

Before Starfall could do anything more, a silver glow encased the cowl of his cloak, before Cosmo's magic wrenched the hood down, revealing his face properly, Cosmo nodding lightly in confirmation, obviously making sure he was really Starfall...and going about it in a rather rude and confronting way.

"Well, I can see why you're here, then," he sneering, giving Starfall's excessively long mane a derisive look, before turning his gaze back to Starfall's face. "Although I must admit, I'm surprised you're still here in Canterlot," he added with the barest hint of a smirk.

Starfall raised an eyebrow at the unicorn, slightly confused. "What do you mean by that?" he asked. Princess Luna had refused to allow the incident regarding his crush on her to spread beyond the Royal District. There was no way that Cosmo could possibly know about that, right?

Cosmo just shrugged. "Exactly what I said. If half the rumours going around are true, I would have thought you'd have packed up and left Canterlot weeks ago. After all, that's what you did back in Stratos Crossing, isn't it?" he demanded, venom lacing his tone. "You left, too cowardly to face the mess you had caused...the suffering you had created!"

Starfall looked at Cosmo like the unicorn had just struck him across the face, before ducking his head. "I...I tried, Cosmo," he tried to explain feebly. "What more could I have done?" He really prayed Cosmo would move on from this topic immediately...it was already painful enough, and every second the subject remained out in the open just rubbed more salt into an already agonising wound in Starfall's past.

Cosmo just snorted at Starfall's soft response. "You say that every time, Starfall. It's always the same, lame excuses," he snapped harshly. "You keep trying to convince me, and yourself, that you did everything you could, that you were the hero of the day." Starfall opened his mouth to protest the last part, but Cosmo cut over him before he could even get the first syllable out. "But you are no hero, Starfall...you are the villain, along with those you currently hold so dear to you."

Starfall blinked, looking back up at Cosmo in puzzlement at his last sentence. Neither of them had seen each other for years, since Starfall had left Stratos Crossing, the small town both of them had grown up in. So what did Cosmo know about who he was close to, and who he wasn't? In Starfall's mind, it made no sense, but he had no time to try and puzzle it out, as Cosmo did not seem to be quite done yet.

"But you know what...it doesn't matter all that much, any more," he said, his tone sounding almost distant, like he was thinking of something either deep in the past, in shrouded in the future...possibly even a little of both. "You, and all the others who are to blame for that disaster, will see justice. One day soon, karma _will_ come back to get you."

Before Starfall could respond, or even make sense of that last promise, almost a threat, Cosmo shouldered roughly passed Starfall and trotted off down the street, leaving a thoroughly bewildered pegasus behind. It almost sounded like Cosmo was sure something would happen to those who were to blame for what happened all those years ago...to ponies like Starfall.

Starfall's shoulders sagged, his head lowering as he gave a heavy sigh. Stratos Crossing...the place had so many memories for him, but mostly, all thinking about that small hybrid town...a mix of a normal, earth-bound town, and a cloud town in one, allowing Pegusi, Earth Ponies, and Unicorns to intermingle like never before...all it did in the end was remind Starfall of the way his life had gone so horribly wrong, and the event that had been the catalyst for that.

"You okay, Starfall?" The voice made Starfall jump, snapping him out of his thoughts as he whirled around, his mind only registering the familiarity of the low, but still somehow feminine voice as he spotted the grey pegasus the voice had come from.

"Derpy Hooves?" he asked, remembering her from the mall, and the tentative friendship they had formed them, ironically by Starfall defending her from Cosmo. "What are you doing here?" he asked.

"Getting a manecut, same as you!" Derpy replied cheerfully, though her mood seemed to falter slightly when she saw Starfall's own downcast look. "That black unicorn, the one you stood up to for me...he was a friend of yours once, right?" she asked, making Starfall look at her in shock. For all the impressions he got of her being incredibly clumsy and slow on the update, she seemed to have a surprising level of perceptiveness.

Eventually, though, Starfall just nodded. "Yeah...though he's not any more," he said, his silence after that statement making it clear he was not about to elaborate on the details of their falling out any further. Cosmo had already brought the subject up enough already.

Derpy just nodded, nearly knocking over a flower pot on the manedresser's outside windowsill with her mane in the process. "With the way he threatened you and Princess Luna just now, it's probably good you're not friends any more. I wouldn't want friends like that."

Starfall's amazed stare just grew even more prominent now, though it was accompanied by a look of confusion. "He didn't threaten Princess Luna, though," he replied. "What makes you think that?"

Derpy looked at him like he was deliberately playing dumb, although she also looked a little sheepish as well. "I overheard most of that conversation, Starfall. He called you a villain, along with all those dear to you, and promised that karma would get you all. It was obvious he was talking about Princess Luna when he said that. Half of Equestria knows she's teaching you about the stars now, and most of them believe the two of you must be friends in some way."

Starfall could only stared at Derpy in amazement. "I...never thought of it that way," he admitted, astounded by her lateral thinking. It still made no sense, after all, Princess Luna had nothing to do with the disaster at Stratos Crossing. But at the same time, Derpy had a point. Even if it made no sense, Princess Luna could be the only pony Cosmo was referring to what he was mentioned the ponies he held dear to him.

But Derpy, it seemed, wasn't done surprising him. "Do you think he'd try and hurt you and Princess Luna over what he thinks happened?" she asked Starfall, who gave her an odd look. "I mean, he sounded like he was threatening you at the end, there...do you think he'd do anything?"

"I...don't know," Starfall said, having corrected himself before he tried to defend Cosmo. As much as he thought his old friend would not be capable of doing such a thing, he just did not know any more. "I mean, back when we were friends, I would have said no. But...he's changed so much now, become a different unicorn. I doubt he'd do anything to Princess Luna. But me...it's difficult to say..." He turned back to Derpy after a moment. "But then, there's not much I can do about it. If he wants to try something, all I can do is keep my eyes open and be alert for him to try anything."

Derpy nodded. "Perhaps..." she said thoughtfully, wandering into the manedresser as she did, knocking over a chair in the waiting area in the process, Starfall picking it back up as he followed her in. It seemed Derpy was a pony of contrasts. She was clumsy, and could be very slow on the uptake of some of the simplest things, but her ability to think outside the box and see the subtleties in a situation was nearly unmatched.

Before Starfall could think much more on the odd series of contrasts that made up his friend, Derpy spoke again. "You know, if Cosmo is planning something, you could stop him...or at least delay him, really easily," she said, making Starfall look over.

"How?" he asked, genuinely curious. Not only was he curious about Derpy's plan, but also about just how much she knew about him. He never talked about his time studying with Princess Luna, but Derpy seemed to know an awful lot just by watching him in this brief conversation.

Derpy just smiled at him. "You and Princess Luna are studying astronomy, right?" she asked, getting a nod from the yellow pegasus. "Well, I sometimes stargaze when my vision works properly," she explained, pointing towards her crossed eyes. "It doesn't happen often, but sometimes I can see normally. And when I have, I've noticed that all the lights of Canterlot during the night block a lot of stars from being seen. Out in Ponyville, not only could you both get away from Cosmo for a bit, and mess up whatever plans he might have, but you could also have an easier time studying the stars." She gave him a bright smile, obviously hoping he liked her idea.

"Well...I don't know, Derpy," Starfall replied slowly, not really sure about it. It sounded like a good idea in theory, but the actual act of it was an entirely different matter. "I don't think Princess Luna really tends to leave Canterlot much."

"Exactly!" Derpy cried. "She's been stuck in Canterlot for so long! She needs to get out and see the world. And she's been to Ponyville before. Most of the ponies there know her a bit, and won't get all scared of her." She paused for a moment, before adding on what was obviously an attempt to sweeten the deal. "Besides, I live in Ponyville, and Twilight Sparkle's been asking about you. She really wants you to visit, so you can meet all her friends and catch up!"

The blonde pegasus was prancing about in her excitement, Starfall hurrying to stop the various things she was knocking from falling over and breaking, finding Derpy was completely oblivious to all the potential accidents. Perhaps she was actually a really intelligent pony, whose condition included problems with her eyes and her sense of touch, meaning she struggled to notice when she was messing things up.

But as Starfall gently guided Derpy to a chair and sat her down so that she could not mess anything else up, he thought about her suggestion. "Well...I guess it would be nice to see Twilight again, and I did promise her I'd visit in Ponyville when I could," he reasoned out, Derpy nodding excitedly with him. "But there are things we have to stay in Canterlot for, Derpy. The astronomy I'm learning involves using some expensive and large equipment...stuff we can't move to Ponyville."

Derpy's ears drooped at that. "Oh..." she said softly, making Starfall feel more than a little guilty. Sighing, he decided to give her a bit of middle ground.

"Look," he said softly, making Derpy look back up. "I can't promise anything, but I can ask Princess Luna about it next time I see her. See if I can convince her that some time out away from the city lights is what he need. I won't..."

Starfall's words were cut off mid-sentence as Derpy wrapped her forelegs around him in a hug. "Thanks, Starfall!" she cried, her sudden affection making Starfall look around the manedresser's a little self-consciously, though nopony seemed to be paying either of them much attention at the moment. "All you can do is try! I really hope she says yes, though! You'll love Ponyville, I'm sure of it!"

At that moment, one of the manedressers in the store finished with their customer, calling over the next one, Derpy heading over after a nod from Starfall. As she settled herself into the chair, another manedresser called Starfall over, the pegasus stallion nodding and heading over. He glanced back at Derpy he heard her response to the manedresser's question of what she'd like done.

"The usual, please!" she chirped happily, before glancing at the manedresser as he raised an eyebrow at her. "Oh, sorry, sir...forgot I wasn't at my usual place," she apologised sheepishly, before properly answering his question, Starfall forced to tune out as he settled himself into his own chair, the unicorn mare tending to him nearly dropping her scissors when she saw him.

"Oh, my! You're long overdue for a visit, aren't you, sir?" she exclaimed, Starfall getting a sheepish look of his own as he shrugged. "Now, what can I do for you, hmm? Perhaps a short look like that black unicorn who was here earlier got? I think you ran into him on the way out?"

Starfall grimaced at the mention of Cosmo. "No, thank you," he answered politely. "I prefer my mane and tail longer. Just get my mane back above my shoulders, and my tail off the back to about the knees, okay?"

The mare nodded, though seemed to disagree with his style choice. "If you're sure. If you don't mind me saying, I think the short look would suit you," she added, clearly trying to convince him to cut his mane shorter.

Starfall shook his head. "No thanks, I prefer it long," he repeated, the manedresser shrugging and setting to work, leaving Starfall to think about everything that had just happened. Was Derpy right? Could Cosmo's veiled threat really mean he wanted to hurt him over what happened? And would going to Ponyville really stop him from whatever it was he likely had planned to help karma along?

In the end, not wanting to focus on Cosmo, and the disaster that had left the unicorn bitterly seeking vengeance, Starfall focused on Ponyville. A trip away from Canterlot would be nice...and Starfall figured the Princess of the Night could probably use the opportunity to get out of the city for a bit. All Starfall could do was try and plan out how to convince her, and hope that she saw it the same way he did; as an opportunity, rather than a hindrance to their studies.


	22. Chapter 22: Just A Field Trip

**_Author's Notes:_**_ First things first, I must apologise for the slight delay in this chapter getting chapter. My life has gotten rather busy of late, and that, plus a case of writer's block, had conspired to ruin any attempt to write this chapter in what time I could find. I seem to have found a way around the writer's block, but this chapter is a shorter one, and probably not quite up to my usual standards. But we'll see what you think. Speaking of which, on to review answers:_**  
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_"VirusChris": I would not quite say Starfall and Octavia are 'friends'...just two ponies who, due to the circumstances they met under, have a small sort of mutual respect for each other. As it is, this is probably going to be Octavia's last appearance. And yes, Stratos Crossing is a location I made up on my own, and we will be learning a little more about it later in the story. There is not much I can reveal about Cosmo, except that he is an antagonist in this story...the exact role he has to play is something you will have to wait and find out on your own. And yes, I always liked the idea of Derpy being somewhat ditzy and clumsy, but deep down had a clever mind able to spot the subtleties in a pony's words and behaviour. Thanks again for the huge praise!_

_"Roarin Thunder": Sometimes, it's the weakest-looking villains that do the most damage, simply because you underestimate them. Don't write Cosmo's ability to do some damage off just yet..._

_"DonutR25": No, Starfall has no ability to use the magic he can 'see' in the stars. I was tempted to do it at one point, but thought that it would make him too much of a Marty Stu (as I believe male Mary Sues are called)...I might as well have made him an alicorn if I did that. No, that is the big quirk about Starfall's character. He has a sensitivity to cosmic magic like nopony else before him, but as a pegasus, has no way of using it. It's a little paradox of his character that I really like, and the idea of it changing is very unlikely._

_"Phaedrolous": I take it this review was in response to my response to your last one (read that carefully, people!). First off, may I say that I have no problem with same-sex relationships, even if I tend not to write or even refer to them in my stories. I prefer not to write about subjects I'm unable to really understand well. I may make a brief reference to the idea of same-sex relationships in this story, but it will be brief and very vague._

_"Fannfan": Your argument is an interesting, and in an ideal world, might have some merit. Sadly, neither our world, nor even Equestria, are ideal worlds...though I believe Equestria is a better place than our own world. It's not a matter of it being convenient for Princess Luna to like Starfall back...it's a matter of, at the present stage, she holds no romantic feelings for him whatsoever. A one-sided relationship like that would be very selfish of Starfall if he kept attempting to pursue it. While Princess Luna did overreact to Starfall's admission of his crush, you must remember that the old traditions she remembers caused that, as a commoner admitting feelings towards royalty in her time was about as bad a treason back then. Now that Luna's learned the error of her ways, the doors are open for her to return his feelings, but only if she actually develops feelings for him back. While it sounds nasty that Princess Luna is waiting for when it's convenient for her to like him, you must remember that Starfall is guilty of the same thing, himself, when he admitted his feelings to her earlier in the story. In the end, it's about the attraction being mutual, which it currently is not. Just though I'd throw that out there...hopefully you understand how I see the progression of this story now._

_As always, a huge thank-you to everyone else who has reviewed, favourited and alerted! "3Chris28"'s review of last chapter marked the 200th review this story has received, which is by far the largest number of reviews I have ever received for any of my work! You guys and girls are all awesome, and make me feel so special with the interest you are taking in my work._

_But I've held you up too long. Go on, read the chapter before I turn all mushy on you all!_

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><p><strong>Chapter 22<strong>

**Just A Field Trip**

Starfall's best chance of convincing Princess Luna came the next evening after the day he had bumped into Cosmo and Derpy, and the idea of the two of them going to Ponyville was first raised up. Tonight was one of the nights Starfall was set to teach the Princess of the Night about modern society, and tonight was moving onto a topic Starfall had been curious about since the idea had first been presented...modern speech patterns.

Starfall knew that it was not just his own experience with the younger Princess, but everypony who met her quickly became aware of her rather archaic speaking tendencies. Her use of words that had long since dropped out of everyday use, and her habit of speaking while referring to herself in plural, a tradition of ancient royalty, was definitely capable of drawing attention, though most did not seem to understand the Princess' continued use of it, even after a thousand years.

Starfall, however, was less puzzled about it. He knew that, thanks to her thousand-year exile on the moon, the Princess had not been present through the numerous changes and revolutions society had undergone in that extended period of time. He also thought, even if he would never admit it aloud, that he kind of liked the Princess' unique speaking style. It was something exclusive to her, something that made Luna the alicorn she was today.

But at the same time, Starfall was obliged to at least teach her the fundamentals of how the vast majority of ponies spoke in today's world, so that she could at least follow a conversation without Starfall having to translate modern slang for her. Starfall had already inadvertently used a phrase that Princess Luna could not comprehend, forcing him to backtrack and explain in terms she could understand properly. He just hoped that, despite everything the Princess learned tonight, that she decided to keep some of her old mannerisms.

But Starfall was quickly noticing that reading about the evolution of speech patterns from a book was not helping Luna's attempts to learn modern slang and mannerisms. It was something that had to be heard directly from ponies themselves. And Starfall could see a way of doing that. He just hoped that Luna would be at least a little receptive to the idea. If she discarded it right off the mark, then Starfall knew he had little chance of changing her mind.

Figuring he might as well give it a shot now, before the Princess became too frustrated with her studies, he closed the book he had been glancing through, searching for more information the Princess of the Night could study on the topic, and slowly approached the midnight-coated Princess, who spotted him out of the corner of her eye, looking up at him.

"We are fine, Starfall," she spoke up shortly, before Starfall could even open his mouth. While the two of them were back on speaking terms, Starfall still believed that they were not quite back to a level of civility that could be called friendship yet. "Learning language from books was always going to be a challenge. Thou may return to thy previous work."

Starfall nodded slowly at Luna's last words. "I know it's a challenge, Princess...and I have an idea that might be able to help make it easier, and might also help make a few other things a little easier as well," he added, trying to made the idea seem appealing right from the start. He had to convince the Princess of the Night that he knew what he was doing.

His initial words seemed to have gained Princess Luna's interest, as she flicked her up a little and paid a little more attention to him. "And pray tell, what is this idea thou hast come across?" she asked. While she was interested, she also seemed rather sceptical of whether it would actually work for her.

Starfall shuffled a little nervously, before trying to explain. "Well, I've been thinking about this particular point of your studies, and know how hard it can be to learn about a language from books alone. I've been trying to find a way of helping you learn. I initially thought of just taking you around here, but then another idea came to me...Ponyville."

For a moment, the Princess just looked at Starfall, almost seeming like she was not comprehending. After a moment, though, she voice what had made her stop. "Why Ponyville?" she asked, a note of wary suspicion in her voice. "Why is Canterlot not suitable, Starfall? We would have thought that any venture outside this District to listen to the speech of the common folk could be undertaken within this city."

Starfall could understand where the question was coming from, but the note of suspicion he could hear underneath it hurt, even if just a little. Clearly she was still wary of his crush, which he had to admit was still lingering, even if he would never openly admit it while he was still capable of keeping it buried without any problems.

Still, he had no intention of turning this into a date, and tried to show Luna as much. "I've been talking with Twilight, and she told me that the ponies of Ponyville know you fairly well, and most are friendly towards you. I know that some ponies still can't get over their fear of Nightmare Moon, even here in Canterlot. I thought it would be better for you to be able to listen to modern speech in a place where you're not going to be treated with fear wherever you go."

For a moment, the Princess seemed to actually be thinking over the proposal. It was obvious that, as much as she hated to admit it, Starfall had a genuine point. Ponyville was one of the few places in which the majority of the villagers actually treated her as a Princess of similar station to Celestia, rather than as a ruler who could turn unforgiving and lethal at any moment, making them fear her incessantly.

"Perhaps..." she conceded slowly, giving Starfall a twinge of hope. Her harsh look after that word, however, snuffed that hope out in the very next instant. "What else art thou not telling us, Starfall?" she asked, making Starfall grimace slightly. She had caught on to the fact that there was more Starfall had yet to say.

He continued on with minimal hesitation, though, trying to prove to the Princess that he no shady ulterior motives to hide. "There's also my own studies, Princess. Out in Ponyville, away from the city lights, the stars will be so much clearer and easier to study...as will the comet we discovered. Think of it as a field trip, Princess Luna...a field trip to help improve our studies, and get a chance to get out in the open country for a little bit," he explained, trying to make the idea sound as appealing as possible.

But Princess Luna did not seem quite convinced that Starfall was explaining the whole truth yet. As she glared at him intensely, Starfall shuffled, realising that she could see his secrecy written all over his face. "There is more thou art not telling us," she commented, no question in her voice, the hard edge making it clear she wanted to know what Starfall had yet to say.

Starfall nodded. "I guess...I guess I also want to go to Ponyville for personal reasons, too," he said. He had not really wanted to say this, in case Princess Luna decided to deny him the trip on the grounds that his personal matters would get in the way of their studies. But now that it was in the open, there was not much else left to do except explain...and hope.

"The letters I've exchanged with Twilight Sparkle make Ponyville seem like a really nice place to visit. Her friends also seem like nice ponies to meet. So I guess I had been hoping to go there not only for our studies, but also to see this place I've heard so much about." He sat down nervously once he was done, hoping the Princess would at least take the idea under consideration.

The young princess seemed to do just that, sitting down with Starfall and appearing to fall deep into thought. She glanced at Starfall again, as if checking to make sure he was hiding anything else, but seemed content with what she saw, Starfall having finally revealing all of his most prominent and important reasons for wanting to visit. She was obviously still highly wary of the idea, though. "This...field trip, you propose,"she said slowly, levelling him with another steely glare, "Art thou absolutely certain this is in no way related to thy...attraction to us?"

Starfall paled slightly at the reminder of how badly the revelation of his crush on her had been taken, and quickly shook his head. "I promised both you and Princess Celestia that I would make no advances on you, since you did not welcome or return my feelings, and I fully intend to keep that promise, Princess," he replied, trying to be as honest as possible. "This is purely about trying to advance our studies further, and a chance to meet a friend I have not seen for some time now."

The Princess gave a curt nod, relieving Starfall that she had accepted his word, before seeming to drop deep into thought once more, clearly thinking the prospect over. For nearly a full minute, there was a tense, expectant silence in the room, as Princess Luna debated internally over whether to trust Starfall's judgement or not, and Starfall silently praying to the stars he was so fascinated with that the Princess, for once, saw his side of the argument.

Finally, the Princess spoke up, her voice slow, as if she was still debating with herself even as she spoke. "We have had no desire to mingle with the outside world since we travelled Equestria to show the ponies of our fair land that their Princess had returned to them, and the creature of nightmare you all so feared was no longer."

Starfall sighed in disappointment, nodding his head. He could understand where her desire to isolate herself had come from. She had gotten used to being alone during her incredibly long exile on the moon, and with her return to Equestria seeing her receive a less-than-warm welcome, she had turned reclusive in order to spare her own feelings, and put an end to seeing the perpetually fearful faces of her subjects. He was still disappointed that she was rejecting his proposal, though, as she stood and turned to pick up his teachings to her back where they left off.

Before he could take even two steps, though, Starfall heard Princess Luna's voice again. "But we also understand that there is a difference between thy desires and thy needs...even for a Princess," she said, making Starfall pause. "We realise we have likely distanced ourselves from our subjects for too long. If thou truly believes this journey to Ponyville will truly assist our studies, then we suppose we have little choice but to trust you with this."

Starfall had to stop himself from jumping for joy at this. Luna had agreed! They were going to Ponyville, and Luna had not put up any true resistance to the idea. With a great effort, though, Starfall managed to keep his composure, and give the Princess a grateful bow. "Thank you, Princess Luna. I am sure we won't regret this," he said, unable to mask the joy in his voice, even if the formal gratitude was there to be heard as well.

Princess Luna nodded, and as Starfall looked up, he caught the barest hint of a smile on her features, making his heart miss a brief beat. It seemed their friendship had possibly repaired further than he had thought, though it was difficult to tell with the Princess of the Night's tendency to mask her feelings from even him. "How soon dost thou with to leave?" she asked, making Starfall pause, before quickly deciding.

"Is the day after tomorrow suitable for you, Princess?" he asked, smiling as he got a nod from her in response. "I think the sooner we leave, the better, especially since that comet is only likely to stay in sight for the next two months or so," he added. The prediction on how long they would be able to study the comet was based on both of their observations and calculations on the comet's apparent path and trajectory, which seemed to be bringing it very close to Equestria...close enough that it would be easily visible to the naked eye in roughly a month, give or take a week.

Princess Luna nodded, before bringing up another point. "Shall we be staying for those two months?" she asked, Starfall pausing at the question. Admittedly, he had not thought that far ahead...which seemed like a big oversight, now that he was aware of it.

Sheepish, he turned back to her. "I'm not sure. I guess it's up to you, Princess Luna. If you really want to leave and come back here, I won't argue. I think the longer we stay, the better, but I won't ask for more than the two months the comet remains visible. Is that okay?"

Princess Luna responded with a curt nod, leaving Starfall relieved. "Is there anything else we need to know?" she asked, Starfall thinking for a moment, before shaking his head in the negative. Nothing sprung to mind that was truly important, and if he did remember something, he could tell her tomorrow, the night before they left, anyway.

"I think I'll leave your lesson for tonight, Princess Luna...you've done enough as it is, and we both need to start preparing for Ponyville," Starfall said, excitement creeping into his voice at the last words. Luna had agreed, they were going to Ponyville. Even though it was less than two days away, Starfall found himself already getting impatient to get going. He was really interested to discover just what made Ponyville such a special little town in Equestria.


	23. Chapter 23: To Ponyville

**_Author's Notes:_**_ Well, it looks like the writer's block was just a one-chapter affair, and this one's out and done relatively quickly! The story is finally moving along, and I'm sure many of you readers are going to enjoy what the next few chapters have in store! But I won't spoil anything, so before I get too tempted, it's on to answering reviews!_**  
><strong>

_"Phaedrolous": I guess I can see where you're coming from...a lot of fics seem to focus on same-sex relationships to fulfil some kind of personal fantasy, rather than trying to promote equality and such things. MLP is a prime target simply for the fact that 98% of known characters are female. But like I said, I doubt I would be able to write a convincing story focusing on such things, so I don't attempt it._

_"Roarin Thunder": Once again, a big thanks for the praise. I write slow-boil romances because they are so much more realistic...love-at-first-sight romances, while possible, only work through insane levels of good luck, which I find ruins the sense of realism, as very, very few people ever get so much luck in one quick go. Besides, slower romances have the suspense and tension that make a story interesting...plus they're much more fun to write!_

_"Kurtispj5": The Mane Six are coming soon, don't you worry! And no, this story is set after the events of "A Royal Wedding". I may reference the events of certain episodes, but that's all past events in this story, and the Mane 6 don't get a lot of focus here...it's all about Starfall and Luna!_

_"VirusChris": As always, you amaze me with the care and depth you put into your reviews...and the level of insight you have the subtle workings of the , Starfall's excitement is born of the curiosity he has for Ponyville, thanks to Twilight's letters. But his curiosity, and that of the readers, will be sated very soon!_

_"The J.A.M.": I'm writing this story under the impression that Princess Celestia keeps the fact that the Mane Six are the Bearers of the Elements of Harmony a very big secret. The whole ceremony thing regarding Discord could be made without reveal the common pony just what these six did to stop him...they were just being awarded to standing up in the face of incredible danger. As such, Starfall, like most ponies, sees Ponyville as just another sleepy little town. I hope this cleared things up a bit._

_And as per usual, a huge thank you to everyone else who took the time to review, and a thank you as well to all who faved, alerted, and even just took the time to read my work. This is now officially the most read, and most popular fan fiction I have EVER written, and I am deeply humbled by all the love and attention you are giving my work!_

_Before I let you all go, a little note/request. Chapter 24 is going to have a LOT of oppourtunity to give background characters from the show cameos. So if anyone wants to see a particular pony show up, now is the best time to let me know! I'm not sure how many I'll fit into the chapter, but the more requests I get, the more I'll try and squeeze in! I already have a couple of ponies lined up, but the rest will be entirely down to who you readers want to see!_

_And with that request out of the way, I'll leave you to read on!_

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><p><strong>Chapter 23<strong>

**To Ponyville**

"Art thou sure thy wings are fine, Starfall?" Princess Luna called over the sound of the wind rushing over and around her Gothic chariot, her primary mode of transport being pulled by four menacing-looking Royal Night Guards. The stocky pegasus stallions all wore midnight blue armour of similar ornate design to the gold armour the majority of the Royal Guards wore, the difference in colour signifying their duties were primarily to Princess Luna. Their truly distinguishing feature, though, was their wings. Rather than being feathered, like all other pegusi, these guards possessed leathery, bat-like wings. Starfall had been slightly intimidated and curious about this, until the Princess explained it was merely a disguise created by magic, as a way of easily distinguishing her true Guards from any imposters.

It was incredibly rare to see Night Guards around, as they tended to remain on guard at Princess Luna's private quarters. That rarity went double for the daytime, with Luna being the Princess of the Night, meaning she was rarely seen up and about during the daylight hours. But today was different, as the Princess was being driven through the late morning sky, the four Guards having seemingly no trouble pulling the angular, dark purple chariot through the air, even with Princess Luna, and some belongings she had brought for the trip, safely resting inside it.

Starfall, who was presently flying beside the chariot, wings flapping in a steady rhythm to keep his flight steady and stable, looked over at Luna's call. He was still getting used to seeing the Princess in a dark, charcoal coloured cloak, the hood lifted up. It was not really to conceal her identity, but rather to keep her warm in the fact of the windy conditions flight always caused. He admitted to himself that he had been impressed, and a little bit frightened, when the Princess of the Night had conjured a swarm of bats, which had swirled around her, before merging together and forming the cloak she was now wearing. It was an impressive display of magic, and a reminder of just how powerful the Princess was underneath that stoic demeanour she displayed. The fact that her chariot also seemed to have styling reminiscent of bats as well suggested that the Princess had a fascination for the nocturnal creatures, though he had yet to ask her about it.

Realising that he still had not answered the Princess' question, Starfall cleared his throat and called back over the rushing wind. "I'm fine, Princess, really! I've been meaning to stretch my wings for a while, now, and Ponyville's not much further ahead, I think!" Internally, Starfall admitted that the plush red interior of the chariot did look inviting, clearly meant to give the Princess some comfort during her journey, even leaving enough room for a passenger such as himself to accompany her, as she had just offered. Starfall knew that the offer of sitting with her was not he should brush off so lightly, as it was a huge sign of how much the Princess was starting to trust him again. But his wings needed the exercise, having been neglected for too long in his dedication to his astronomical studies, and since Ponyville was only a relatively short flight from Canterlot, just a couple of hours away, he had decided to stretch his wings and fly the distance.

Princess Luna paused for a few moments, seeming to wait for Starfall to change his mind. But when he kept up his steady flight beside the chariot, she gave him a nod. "Well, if thy wings need a rest, just let us know," she said, before settling back a little more comfortably in her chariot, stifling a yawn that Starfall spotted, making him feel a twinge of guilt.

Being a creature of the night, Princess Luna had a tendency to sleep through the morning hours, and often into the afternoon as well. But the Princess had suggested their journey be undertaken in the morning, and Starfall had not thought to argue the point, forgetting the Princess' nocturnal tendencies. It was only now, out here, that he had noticed how tired the Princess seemed to be. He had tried to apologise before they had left, but the Princess had waved it off, stating that it had been her idea in the first place, and that she would rest during the ride to Ponyville.

Still, it was obvious that the wind whistling around her as the chariot glided through the Equestrian skies was not allowing her to get any sleep, even if she was sitting back and taking it easy for the trip, and Starfall still felt guilty he had not spoken up about it. Even so, he realised there was nothing that could be done about it, now, and so just kept on flying beside the chariot, ignoring the cramps starting to develop in his wings, which had not been on such a marathon flight for quite some time, even it they were moving at a fairly casual pace. Starfall made a silent promise to himself that he had settled into the the accommodation set up for them at one of Ponyville's more luxurious motels, he would set aside some time to start working out.

When Starfall had heard about the place Princess Luna had set them up to stay in, Starfall had protested rather heavily. The moment Ponyville had gotten wind that the Princess of the Night was staying with them for an extended period of time, the town officials had naturally moved to provide the best the town had to offer for the younger Princess. This meant that rooms had been freed up at Ponyville's best motel. Starfall had tried to protest when arrangements had been made for him to stay in the same place, but Princess Luna had told him that, as a student of hers, he was going to be entitled to certain privileges that only royalty, and those directly associated with them, received.

Starfall had eventually relented and allowed the accommodation arrangements to proceed, but still felt like he was taking too much charity from common ponies over the simplest. He would have been glad to pay his own way...but the rooms they were being provided were well outside his budget range, and likely always would be. All he could do was make a silent promise to himself that this would be the last time he accepted charity offered because of his connection to Princess Luna, and put the sense of debt in the back of his mind.

Turning his mind back to the present, Starfall focused his gaze on the land spread out below him, and endless expanse of lush green fields and rolling hills, dotted with the odd tree, house, animal, or roadway. Behind them were the line of mountains, Canterlot still visible in the distance, nestled on the side of one such mountain, looking almost like a white and gold crown nestled on top of the world when viewed from this angle and distance.

Off to the yellow pegusi's left, again in the distance, he could see a vast forest...the infamous Everfree Forest, which despite it's peaceful, inviting name, was actually regarded as one of Equestria's more dangerous location. Some ponies believed there was a curse hovering over the forest, the source of which came from some ancient ruins hidden beneath the dark, foreboding canopy. Starfall personally though the rumour of a curse were ludicrous, but he did believe the forest was a dangerous place that should be avoided as much as conceivably possible.

Looking for something slightly less creepy to focus his attention on, Starfall instead turned his gaze to the right, his eyes finding that the river winding it's way through the field had turned, now flowing directly below him, while the fields to his right side had given way a large, expansive orchard of apple trees, the uniform way they had grown in neat rows telling him that these trees had been grown by pony hooves, rather than nature's care and nurture. Even from this moderate height, Starfall could see the trees were dotted with apples of a variety of shapes, sizes and colours, and that even from here, they looked very appetising.

But if they were flying near an apple orchard, and a large one at that, then Starfall realised that pony civilisation must he nearby, causing him to turn his gaze, looking directly ahead. Sure, enough, there in front of him, only a few more minutes flight away, was a large collection of buildings, in a variety of styles. The vast majority of them had simple thatched straw roofing, but some others seemed to have shingles instead. Starfall also saw what appeared to be a tree-house...possibly the library Twilight had described as her home in her letters to him...and even a house styled to look like a life-sized gingerbread house. The outskirts of town even had a large, snow-white cloud mansion, complete with rainbow waterfalls cascading off it, sitting relatively low to the ground.

Upon initial glance, Ponyville's layout seemed to be haphazard almost to the point of looking like buildings just sprung up wherever they wanted, but upon closer inspection, Starfall could see the town's layout seemed to use a central building, likely the town hall, as a central starting point, the rest of the town appearing to radiate out away from it.

The entire western fringe of the town was covered by expansive farmland, which included the southern edge of the apple orchard Starfall had noticed earlier. Starfall guessed that from the sheer size of the farmland, Ponyville likely made up a large portion of Equestria's food production. The idea was helped by the train tracks Starfall could see leading out of Ponyville, heading northward, back the way Starfall and Princess Luna had come from, towards Canterlot. Despite Ponyville's isolated location deep into Equestria's southern region, and it's relatively small size, looking like only a couple of thousand ponies lives there, it was obviously a location of some importance.

Beyond Ponyville, off to the south-east, Starfall could see the expanse of the Everfree Forest continued far into the background of his vision...possibly all the way beyond Equestria, and the borders of Princess Celestia's control. The river that flowed southward, the one Starfall had been following, wound it's way through the middle of the town, before disappearing into the darkness of the forest, likely continuing on beyond Equestria's borders as well.

As Starfall took in his first views and impressions of Ponyville, he got the distinct feeling that the outer image of a sleepy, simple country town the place presented hid a much more lively and exciting reality beneath the thatched roofs and pale walls. It was a town that tried to downplay the importance and significance it held to Equestria, and Starfall was not entirely sure whether to take it as a good thing or a bad thing.

Still, one way or another, this town was going to be his home for the next month or two, and as the Night Guards flew lower, coming in to approach the open, grassy square surrounding Ponyville's central town hall, Starfall followed them in, keeping his eyes open for anypony waiting for them. He had sent Twilight Sparkle a letter telling her that they were coming to Ponyville, explaining that, rather than overload Princess Luna's adjustment to the modern world and take the train, that they would be flying in. She had not sent a reply, likely because there was every chance that he would have left by the time it arrived.

But as he looked at the town square, he gave a soft smile as he saw a purple figure sitting up against the outer wall of the town hall, clearly waiting. Twilight had decided to meet them on arrival. Though he had technically only met her the once, their exchange of letters had lead him to consider her a friend, and he was glad she was there to meet them. Despite his observations about the subtle planning within the seemingly haphazard layout of the town, he had no doubt that, on his own, he would have very easily gotten lost. With Twilight there to help out, she would likely be able to keep him from making any wrong turns.

The purple pony looked up as the procession finally flew over the building s of the town itself, both Starfall and the Night Guards flying in low and angling in for the landing in the town square, Starfall giving his hooves a quick stretch to ready them for use once more. Catching sight of them, the purple pony waved happily, standing up and putting away a book she had clearly been reading while waiting for them. Starfall smiled, the pony's appearance from this closer distance, coupled with her behaviour, confirming it was indeed Twilight waiting for them, making him wave back as they approached the town square, Starfall slowing himself down to land while the Night Guards kept flying, needing to land at a gallop with the chariot they were pulling.

The moment Starfall hooves touches the grass, he folded them at his sides, panting heavily. The flight had taken a lot out of him, and he just felt like resting in the town square for a moment before doing anything else. Before he could even catch his breath, though, Twilight trotted right up to him, and without a word, wrapped him up in an enthusiastic hug, catching the pegasus by surprise. Having dealt with Princess Luna, and her tendency to avoid overt displays of affection, for an extended period of time, Twilight's exuberant greeting was a little awkward. He still managed to return to hug, though, before gently pulling away.

"I'm so happy you could convince the Princess to let you stay here, Starfall!" Twilight practically beamed as she spoke. "How have you been?" she asked, clearly excited to have him visiting.

Starfall shrugged, his breathing still rather laboured. "I'm alright, I guess...a little tired from the flight," he explained, making Twilight raise an eyebrow at him, the young unicorn quickly taking in his windswept mane and tail, and his ruffled wings, both of which had clearly been exposed to high winds for an extended period of time.

"You didn't ride in Princess Luna's chariot?" she asked, her eyebrows raising further when Starfall shook his head, still sporting a slightly guilty look at the way he had deprived the Princess of her morning sleep. "Is she still sore about what happened?" she asked quietly, making Starfall cringe at the memory of the incident that nearly cost the stallion everything.

"She's not as bad as before," Starfall replied softly. "Princess Luna did offer to let me ride with her. But when I realised she usually sleeps during the morning, I wanted to give her the room to rest for the flight. Besides, I haven't really stayed in shape the last couple of months...I need the exercise," he added, trying to brush the whole thing off.

Twilight frowned for a moment, before appearing to let the moment slide, smiling at him again. "It's great to see you again, Starfall," she said warmly, Starfall giving a smile and nod in return, before letting Twilight turn her attention to Princess Luna, whose chariot had landed safely, the Night Guards heading off the find a place to store it safely while the Princess approached Twilight and Starfall, Twilight bowing as she did. "Princess Luna, welcome back to Ponyville."

The Princess of the Night gave a hint of a smile, gesturing for Twilight to rise. "Rise, Twilight Sparkle. Thou need not bow before us," she said, surprising Starfall slightly. He had known that Twilight had been instrumental in Princess Luna leaving a good impression on Ponyville, but the Princess tended not to talk about it, and as such, the pegasus had been unaware that Luna saw Twilight as something of a friend, as well.

Twilight nodded, standing up straight again as she continued with the pleasantries. "I've been around and checked over everything for your arrival," she said, her voice carrying a touch of formality. "The Stables know the chariot they are caring for is yours, and will take utmost care with it. The Everfree Motel have their two best rooms available for you to check in whenever you're ready. And of course, my library and astronomy equipment are all available for you to use whenever you like."

"We thank thee, dear Twilight," Princess Luna returned, the gratitude in the way Twilight had arranged everything evident in the small smile she offered. She paused for a moment, glancing at Starfall, before turning back to Twilight, stifling yet another yawn. "I fear we must rest for today. We shall go and arrange things back at the room. Feel free to catch up with Starfall and show him the wonders of your town and home. Our lessons shall not resume until tomorrow evening."

Starfall nodded, agreeing with Luna's plan. He was curious about this town, and still guilty for making Luna stay up so much longer than she was used. "I'm sorry again for not realising..." he tried to apologise, but the Princess of the Night cut over him.

"It is of no matter, Starfall," she replied, a slightly sharp, irritated edge to her tone, likely annoyed at Starfall's constant attempts to apologise, which kept the pegasus quiet for now. "Go learn about Ponyville. We shall we fine."

Twilight nodded, bowing quickly as the Princess turned to leave. "I think I speak for all of Ponyville when I say that I hope you enjoy your stay here," she said, getting another nod of acknowledgement from the Princess, before the alicorn left, leaving Starfall and Twilight alone, the unicorn quickly turning to meet the pegusi's gaze. "I guess things are still a little tense, then?" she asked.

Starfall shrugged, still a little weary from the flight. "I guess...it's gotten better recently, though. Two weeks ago we weren't even speaking to each other," he added, hanging his head. If only he had kept better control of his feelings, maybe he would still be close friends with the Princess.

Twilight put a hoof on his shoulder, smiling sadly at him. "I'm sure she'll come around eventually, Starfall. The Princess can be a little stubborn and set in her ways. It takes time for her to accept change, as I'm sure you already know," she added, giggling when Starfall gave an emphatic nod. "Now, since this is your first time here, how would you like the grand tour of Ponyville?" she asked, an eagerness creeping into her voice, likely happy to teach somepony about the town she called home.

Starfall nodded. "Sounds good to me. All your letters have left me incredibly curious about this place," he added, looking around. Beyond the grassy town square, he could see an endless expanse of buildings, dotted with trees, parks, and other small landmarks. Dozens of ponies could be seen wandering around, breathing a casual sort of life into the town, reminding Starfall...rather painfully...of Stratos Crossing, his foalhood home...

"Well, let's go, then!" Twilight declared, snapping Starfall out of his thoughts, starting to trot off, before looking back over her shoulder. "Oh, and Starfall?" she called, waiting for the stallion to focus his attention on her, before giving him a big smile. "Welcome to Ponyville!"


	24. Chapter 24: Cakes and Parties

******_Author's Notes:_**_ Here it is at last! The first of what will be three or four chapter showcasing Ponyville to Starfall. I know it seems like a lot of content for scenes that really have little standing on the overall plot, but the Mane Six deserve more than just token appearances, in my opinion. We'll be getting back to how things are travelling with Starfall and Princess Luna soon enough, though. First, onto review responses:_

_"VirusChris": Sadly enough, the wealth of mistakes last chapter was not because of the speed of posting it out...it would have more been a simple matter of missing a lot during my checks. Self-correcting work is always problematic, since my mind automatically corrects the mistakes I find in my head, meaning I see them as I wanted them to be, not as they are. It's why having a beta-reader or two is always recommended, and why publishing companies have entire teams of editors that pour over a professional author's book before releasing it for the public to buy and read. It's always easier to correct someone else's work than your own. And for the record, Twilight is the only other pony who knows of what happened between Starfall and Luna...and looks set to stay that way. Starfall would not like word of his crush being spread._

_"Phaedrolous": I made up the name Everfree Motel on a whim...Ponyville's on the edge of the Everfree Forest, so naturally a few locations in town are going to have names that were derived from the forest itself._

_"Kyubbiman": Sorry, but I won't be discussing anything regarding Cosmo, or Starfall's past, in my author's notes...that something the story will tell you in it's own time._

_A few more notices before I let you all go. First, to all those whose requested background ponies did not show up in the following chapter, remember that I've decided to extend Starfall's tour of Ponyville out into multiple chapters now, so there's still plenty of time!_

_And lastly, I must give a HUGE shout-out and thank you to "Zorayda", who wrote the song featured in this chapter! Trust me, without her, any song made up specifically for the story would be a hundred times poorer, and in my opinion, she's done a fantastic effort, so I hope you all enjoy it!_

_And now, without any further fanfare, let us continue this grand adventure..._

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><p><strong>Chapter 24<strong>

**Cakes and Parties**

As Twilight started leading Starfall away from Ponyville's Town Hall, a tan-coated mare with a faded grey mane poked her head out of the main doors into the hall, her blue eyes, hidden behind a pair of half-moon glasses, seeking out Twilight, giving her a quick wave. "Thanks again for all your help!" the middle-aged Earth Pony called, Twilight nodding in acknowledgement and waving back, before leading Starfall on once more, explaining as she walked.

"That's the Mayor of Ponyville. While I was waiting for you and Princess Luna, I helped her organise the Ponyville Records they keep in Town Hall," she explained, giving a slight roll of her eyes. "Sometimes, I wonder if I'm the only pony in town with any organisation skills," she added with a small smile.

Starfall gave her a smile back. "At least you have organisation skills...your tower in Canterlot's been left in a bit of a mess since I moved in, sorry," he admitted sheepishly, suddenly remember the spate of anger that had caused him to break the radio back there, as well. He still had not replaced it, despite meaning to...various events had caused it to slip his mind. "I owe you a radio, too. During that whole mess with my, well...you know..." he said, Twilight nodding to indicate he didn't have to explain. "...I kinda lost my temper when the radio picked a song that kind of taunted my situation. I'll get you a new one, though, I promise," he added.

Twilight just snorted in response. "Please, I never used to listen to that radio. Didn't take much of an interest in music back then. It's no loss, really," she said, shaking her head to silence Starfall, who was on the verge of protesting. "Seriously, Starfall, it's fine. Just don't make a habit of breaking things, okay?" she added, smiling to lessen the impression he might get of her scolding or threatening him.

Starfall sighed and nodded, but still promised himself he would replace the radio anyway. It had originally been Twilight's, even if she had never used it, and he owed it to her to at least make up for what he had so thoughtlessly done.

Putting it in the back of his mind once more, to be taken care of once he returned to Canterlot, he focused on Twilight once more as she lead him down what appeared to be the main road leading northward, eventually winding out of town and out towards Canterlot. Several of the larger homes and businesses lined this main road, which also seemed to hold the town's main marketplace and trading area, several small, brightly coloured stalls having been set up, various ponies trying to buy, sell and trade all manner of goods.

Seeing the food stalls set up, Starfall's stomach gave a low growl, reminding him that he had missed breakfast this morning...an oversight he was regretting now as he eyes the stalls selling all manner of treats with longing. "I guess you're pretty hungry after the trip here, huh?" Twilight asked, having caught onto what he was looking at. Either that, or she had heard his admittedly loud stomach-growl.

Starfall gave a sheepish nod, pulling a giggle from the studious unicorn. "Come on, then. We can get a bite to eat and meet one of my friends at the same time! Pinkie Pie works at Sugarcube Corner, just up the street a little. As I'm sure I told you in my letters, she's always interested in making new friends, so she's really eager to meet you."

Starfall paused for a moment at Twilight's words, looking back at her. "You told your friends about me?" he asked, a little surprised. Having had few friends in his time...the few he did have deserting him when he had left Stratos Crossing...he was not used to having positive gossip spread about him. So not only was Twilight's remark surprising, but also left the young pegasus a little wary about just what Twilight had told her friends about him.

Twilight gave him a smile that helped reassure his unease a little. "Of course. It would be kind of selfish of me to try and keep your friendship all to myself, wouldn't it?" she remarked with a giggle, Starfall unable to resist chuckling himself. "Come on, let's introduce you to Pinkie. Just...brace yourself. She can be a hoof-full when you first meet her," she added cryptically.

Starfall couldn't hide a small grimace as they approached the ginger-bread-styled house that was clearly Sugarcube Corner. He remembered Twilight telling him about Pinkie Pie briefly when they had first met, and her subsequent letters had mentioned her a few times. She was meant to be energetic and social to the point of near-insanity, and Starfall was not sure how he would react to such a lively pony, no matter how friendly she was. Not only that, but Starfall, despite having to endure the gossip of Canterlot's public for a couple of months now, still have a strong distaste for large amounts of attention.

"Hey! Hey, Starfall!" a familiar voice snapped the pegasus out of his thoughts, looking up to find a familiar cyan unicorn waving exuberantly to him as she left Sugarcube Corner, a bag of treats hovering in front of her. Beside Lyra Heartstrings was a cream-coated Earth Pony Starfall did not recognise, though her indigo and pink, slightly curled mane seemed fairly distinctive.

Still, he kept his focus on Lyra, giving the excitable unicorn a wave back. "Hi, Lyra," he greeted back, Twilight looking between the two of them, obviously a little surprised, before smiling softly, stepping back to let the two of them talk.

Lyra took the opportunity with both hooves. "You finally got a chance to visit Ponyville, huh? So, what do you think of it so far?" Without even waiting for an answer, Lyra pressed on, gesturing to the pony beside her. "Oh, and this is my, well, bestest friend ever! Bon Bon, this is Starfall. I think I told you about him?"

Bon Bon gave a simple nod, extending a hoof, which Starfall shook tentatively. "It's nice to meet you, Starfall. Lyra's mentioned you a few times." Starfall almost immediately got the impression that Bon Bon was the more level-headed of the two mares, and just nodded in response to Bon Bon's comment, not sure what to make of the fact that his friends seemed to think highly enough of him to tell good stories about him to their other friends.

Lyra stopped the creation of a potentially awkward silence, however, cutting in once more. "Anyways, me and Bon Bon have things to do, and it's looks like Twilight's showing you around, so we won't waste your time. I hope we can meet and catch up, though, Starfall!" she said excitedly, giving him a smile as Starfall nodded. "So, I guess we'll see you around! It was nice seeing you, too, Twilight!" she added in, before trotting off happily.

Bon Bon gave the two of them a lop-sided smile, clearly having gotten used to Lyra's exuberance, before racing off after her friend, leaving a slightly bewildered Starfall behind. In the few times he had met and talked with Lyra in Canterlot, she had been a lively unicorn. But here, in Ponyville, she seemed almost hyperactive. In the end, he shrugged it off...this was Lyra's home, after all, and if Pinkie Pie was anything like Twilight had described, Lyra's excitability was going to seem lifeless in comparison.

"Come on," Twilight finally said, bringing Starfall back to the present as she made her way to the open front door of the combined bakery and sweet store, Starfall quickly following in her wake. As he entered, Starfall had to pause for a moment, making sure they were in the right place. Despite the signs of this being a store, such as the counter and cash register towards the far side of the room from the front door, the place looked like a cross between a kitchen and a living area of somepony's house, although it had a distinct lack of personal items. It was obvious that whoever owned this store also lived here, and judging by the bright, candy-based thematics to the room, it was likely that this store was run by a family that included small foals.

But even as Starfall took in the homely, warm atmosphere of the store, he saw a bright pink pony, sporting a puffy-looking mane and tail that almost seemed to float, and were an even more brilliant pink than her coat. Her pale blue eyes, sparkling with a seemingly endless pool of life and energy, focused straight on Twilight. "Oh, hey, Twilight! Ya hungry?" she asked, speaking with a high, rapid voice that exposed her exuberant optimism just as much as her eyes did. "I'm just baking a fresh batch of cupcakes, they should be ready in a few minutes if you feel like waiting!"

Twilight gave the pony, Starfall assumed this was Pinkie Pie, a small smile. But before she could even open her mouth to vocalise a reply, Pinkie caught sight of the pegasus beside her friend, causing her to speak up again. "Oh, you brought a new friend in today, did ya?" she asked, turning her attention fully to Starfall. "Who is he, I've never seen a pegasus like him in Ponyville before..." the pink Earth Pony trailed off, Starfall noticing her gazing at him much more intently, like she recognised him.

The loud gasp the pony suddenly let loose was so sudden and unexpected Starfall could have sworn he nearly hit his head on the roof, he'd jumped so high. "Ohmygosh!" the young pony cried, her voice's pitch and speed increasing even further in her excitement. "You're Starfall!" In less time than it took to blink, the excited pony was suddenly directly in front of Starfall, who leaned back away from her in surprise. She had just crossed half of the sizable room in an instant, and Starfall was at a complete loss as to how she had managed it without him noticing...though he sheepishly admitted he had been distracted, still a little spooked by Pinkie's earlier gasp.

"I can't believe you actually made it!I mean, I really, really, _really_ wanted to meet you, and Twilight kept trying to think of ways to get you to visit, but she told me that you had super-important studies with Princess Luna, and if those studies are super-important, that you had to focus on studying!" Starfall took a step back from the pink pony, his brain struggling to keep up with the impressive, if headache-inducing speed the young mare was speaking at. He looked to Twilight, hoping she might be able to slow Pinkie down a little, but the violet unicorn just shook her head, clearly amused by this and not about to intervene. This seemed to attract Pinkie's attention, however. "Did Princess Luna come and visit with him?" she asked suddenly, almost completely out of the blue.

Twilight nodded, Starfall thankful when she explained further, giving his battered ears a chance to recover and brace themselves for the next onslaught. "This is a field trip of sorts the two of them are taking out here, since Ponyville's sky offers a better view of the stars."

"Awesome!" Pinkie cried, before whirling back to Starfall. "Oh, but I didn't introduce myself, did I?" she babbled, letting out a quick giggle. "Silly me! I know all about you, but you don't know much about me, unless Twilight sent you _really_ long letters...which she probably did do, didn't you, Twi?" Without even waiting for an answer, she pressed on once again. "Anyway, I'm Pinkie Pie! Baker, party thrower, and best-friend extraordinaire, at your service!"

Starfall tried to introduce himself back, but Pinkie simply did not give him the chance. "Oh, I'm so excited! I was so excited about meeting you, I even wrote a song for you! Wanna hear it, huh, huh?" asked, bouncing up and down on the spot in pure excitement, Starfall silently grateful the question forced Pinkie to pause and wait for an answer...his head was starting to throb from trying to keep up with the pink mare's antics.

"I...I guess if you went to the effort," he answered cautiously, not really sure what to expect now. "But you really didn't..."

Pinkie Pie interrupted him, though, taking his wary permission like anypony else would take an emphatic 'YES!'. "Oh, thank you! I've been dying to sing this ever since I finished it, but I wanted to save it for when I saw you!" Without giving Starfall any further warning than that, Pinkie took a deep breath, and started to sing, dancing all around Starfall as she went, leaving the yellow stallion to follow her erratic movements as best he could while Twilight simply sat in the corner, smiling in amusement.

"_Welcome to our town, we're all excited that you're here!  
><em>_I've heard a lot about you from a friend so very dear.  
><em>_Twilight says that you like space and stars and the big moon  
><em>_I wish that I knew stuff like that to be as smart as you!_

_You and Princess Luna will be our big special guests  
><em>_So we'll make sure that we behave and act our very best  
><em>_I'll throw a great big party, it'll be the best of all  
><em>_For a super-special awesome pony who is named 'Starfall'!"_

By the end of the song Starfall was left even more overwhelmed than before. As Pinkie had danced and sang around him, she had found stashes of confetti and streamers, likely hiding scattered around the room for just this occasion, and tossed them everywhere, multicoloured rainbow flakes of paper now fluttering all over the place, streamers hanging from everything, while some of the stuff had ended up in Starfall's mane and tail, which he knew, with how wild he tended to keep it, would prove problematic to remove.

As he ran a hoof through his mane to try and get the confetti out before it got stuck deep in the tangles, Pinkie Pie finally stopped her frantic bouncing, sitting in front of Starfall with wide eyes. "See? I wrote it especially for you! So what'd you think, huh? Did ya like it?" she asked excitedly, beaming at him as she waited impatiently for his answer.

Starfall looked at her, not really sure how to respond, his anti-social tendencies screaming for him to find somewhere quiet, away from the pink bundle of life, before she drew a crowd. "I...it was very nice, Pinkie Pie," he finally managed to get out, his honesty evident despite he slight stutter. To his ears, Pinkie was a good singer, and obviously had some skill with writing songs, as well. "You really didn't have to go to all that effort, though," he added, hoping to get the message across that he was not looking for attention or gifts from Twilight's friends.

"Oh, but I wanted to!" Pinkie replied enthusiastically. "You see, I love making new friends, just like I love singing and dancing and parties! Which is why I'm gonna throw a big 'Welcome-to-Ponyville-You're-Pinkie-Pie's-New-Bestest-Friend' Party for you tonight! Oh, and all my friends just call me Pinkie!" she added on, almost as an afterthought, as Starfall tried to discreetly rub his temple, the ache in his head returning.

Twilight finally seemed to take pity on the pegasus stallion, drawing Pinkie's attention. "I'm sorry, Pinkie, but I've still gotta show Starfall around Ponyville. We'll just grab a quick snack to eat during the tour and be on our way. You can catch up with Starfall during the party, okay?" Starfall was silently thankful for her intervention, though had to hide a grimace at the thought of dealing with her again during the party, which he was obviously not going to be able to convince Pinkie was unnecessary. While the pink pony was certainly friendly, her exuberance and excessive sociability were overwhelming, and borderline annoying, to Starfall.

"Okie-Dokie-Lokie!" Pinkie replied enthusiastically, giving them a happy salute. "So, what can I get you? Cupcakes, cookies, chocolates, pies...ooh, you should try to apple pies, Starfall!" she suddenly suggested, Twilight nodding her head in agreement. "They're the bestest apple pies you'll ever taste! Only the finest apples from Sweet Apple Acres go into them! And Sweet Apple Acres have the best apple orchards in Equestria! So these apple pies are simply the best!"

Starfall looked between the two of them, before shrugging. "I guess the apple pie sounds good," he finally said. "What about you, Twilight?" he asked, turning to her, as she ambled forward to the counter.

"I'm in the mood for some sunflower cupcakes, actually," she said, Pinkie Pie rushing off to meet their requests."And don't worry, Starfall, this treat's on me," she said, Starfall moving to protest as she used her magic to levitate a few golden coins onto the counter.

Practically the moment she said it, though, Pinkie Pie came whizzing back, two paper bags, obviously containing their food, placed on the counter as the earth pony practically forced the bits back into Twilight's hooves. "No no no, Twilight, this one's on me! A welcome gift for Starfall!" she said.

"No, really, girls, I..." Starfall tried to protest, but Twilight cut him off mid-sentence.

"Pinkie, that's very thoughtful, but you..."

"Uh-uh!" Pinkie interrupted over both of them, raising a hoof for silence. "I'm not taking any bits from either of you, and that's that. No go on, finish your tour, while I finish my work and set up your party!" she said, practically ushering them out the front door, before trotting back to the counter to serve the next customers, humming to herself as she went.

For a moment, Starfall just stood in front of the door to Sugarcube Corner, his mind trying to process what just happened. Twilight seemed to be in a similar state, but soon recovered, nudging Starfall's shoulder to get his attention. "Come on, Starfall, let's find somewhere we can eat," she said, trotting off once more, leading him towards a small playground, which sported several park benches they could relax and eat on.

As Starfall trotted to catch up to Twilight, his mind was still playing catch-up, leaving him silent for several moments, before deciding to say the only thing he could think of that summed up his meeting with Pinkie Pie, looking back over his shoulder as he did, part-curious and part-fearful of what Pinkie Pie would have in store for him at this party tonight. "That...has got to be the strangest meeting I have ever had."


	25. Chapter 25: Fame and Fashion

****_**Author's Notes:** Well, here we are! Part 2 of Starfall's Ponyville Tour! More of the Mane Six, and more background cameos, to follow! As always, I really hope I've done a good job capturing the personalities of the Mane Six. I know I'm far from perfect, but many of these characters are real challenges for me to write, so I just hope my efforts are enough to satisfy you readers!_

_Nothing specific I want to address in the latest batch of reviews, but I would like to give a huge thank you to all who did! Your praise for my portrayal of Pinkie Pie was a wonderful feeling. I can only hope I've done half as well with the others, and if not, well...I guess it's only for a couple of chapters, then we'll be back to Starfall and Luna's studies, among other things. The praise for the song Zorayda wrote for the last chapter is also much appreciated, and something I will be passing along, I assure you! I personally thought the song was fantastic...if only I could actually hear Pinkie sing it, then it would be even better!_

_Anyways, as always, I hope you're enjoying the story so far...and I hope the mild block I suffered writing this chapter hasn't degraded the quality of it too much. Feel free to keep requesting background ponies for cameo appearances, as I do keep tabs on who's been requested, even if I don't immediately throw them into the story. Thanks again to everyone who reviewed, faved, alerted, or even just read this story. Every extra statistic this story racks up is extra motivation for me to keep writing it!_

_For now, though, I'll leave you with these short, sweet notes, and a nice long chapter to read! It usually works in reverse, doesn't it...?_

* * *

><p><strong>Chapter 25<strong>

**Fame and Fashion**

Lunch was a fairly quiet affair, as Starfall ate his apple pie with almost greedy abandon. Not only was he hungry, but Pinkie Pie, for all her painful hyperactivity, was right; whatever apples had been used in this pie were fantastic! He could not get enough of the delicious treat, and found himself sorely disappointed when the last crumbs disappeared. He would definitely have to learn more about this Sweet Apple Acres farm...they certainly knew how to grow apples, that was for sure.

Twilight, for her part, kept seeming to get a fit of the giggles as she ate her own cupcakes, Starfall suspecting she was remembering his initial reaction to Pinkie Pie. Eventually, he couldn't take it any more. "What's so funny?" he asked, trying not to sound hurt at her amusement. It probably had been rather funny were he not the subject of everypony's amusement.

Twilight had to pause a few moments before replying, still stuck in the midst of a giggling fit. "Sorry, Starfall," she finally got out. "But your face back in Sugarcube Corner was just too funny. I understand your reaction, though...Pinkie Pie is a hoof-full the first time you meet her. You get used to it pretty quickly, though."

Starfall nodded softly, looking back towards Sugarcube Corner, some distance down the road now. "Does she ever run out of energy?" he asked, despite the fact that logic itself suggested the question should be rhetorical. He could the feeling normal logic did not necessarily apply to Pinkie Pie, though.

Twilight gave a small giggle in response. "I'm sure she does at some point...I mean she does sleep like the rest of us. I've never seen it happen, though," she answered, rather cryptically in Starfall's opinion.

Before he could ask Twilight more about the pink bundle of energy, though, the unicorn was distracted when she saw somepony wandering past, Starfall vaguely recognising the tan-colored stallion from Canterlot, though the Earth Pony was not focused on them, busy talking in a quiet voice to a small unicorn filly with a faded violet coat and a blonde mane and tail, her pale yellow eyes staring up at the stallion in wonder at whatever he was saying.

"Good afternoon, Doctor!" Twilight called to stallion, waving at him as his pale blue eyes sought out Twilight, giving her a confused look, like he didn't recognise her. It was then that Starfall remember where he was from, Twilight having bumped into him when he had first met her.

But this Doctor had obviously forgotten that meeting. "Do I know you?" he asked, before shrugging, giving a wave. "Sorry, I'm a little busy entertaining this young one. Good day to you," he said, clearly finding the situation awkward, before wandering on his way once more, resuming his conversation with the blonde filly, who was giggling at whatever the stallion had said next.

Twilight looked after the duo until they had disappeared around a corner, before turning back to Starfall. "You remember him, right? You bumped into him in Canterlot," she asked, still looking as puzzled as ever. "Why didn't he remember me?"

Starfall shrugged. "Ponies forget things. I don't even want to think about the number of ponies that know my name, while I don't even know they exist..." he trailed off, grimacing slightly at the reminder of the partial fame his studies under Princess Luna had brought him...fame he did not want.

Twilight gave him a sympathetic smile. "It'll pass, Starfall," she said gently. "The attention I got when word first spread that I was a student of Princess Celestia drove me nuts...and I was only a little filly at the time. But after a year or so, ponies found more interesting things to gossip about, and now barely anypony knows my name, let alone what I do for a living. I'm sure it'll be the same for you."

Starfall gave a small nod, still a little unsure. "I hope so...I mean, a lot of ponies have always wanted to be rich and famous. But I don't like the attention. I just want to live a peaceful, happy life," he added wistfully, wishing he'd even had the chance at that. He got the distinct impression Discord was meddling in his life, with the way chaos seemed to follow him around and strike whenever things got quiet for a prolonged period of time.

Twilight chuckled. "You and me both, Starfall," she replied softly, before the two of them settled into a friendly silence, finishing their respective meals, Starfall once more savouring the fantastic apple pie. He was just about to comment on it, and ask about this Sweet Apple Acres the apples came from, when another voice called from the street, making Starfall turn around.

"Twilight! Glad to see you away from your books and enjoying this beautiful day, dear!" Starfall's gaze eventually found the speaker, a white unicorn who obviously took great pride in her looks. Her coat was immaculately clean and neat, her cutie mark of three pale blue diamonds almost shining in the early afternoon sun. Her indigo mane and tail were both carefully styled, curling in a loose, flowing spiral. Her bright blue eyes were framed by long, precision-curled eyelashes, and were accented by a faint blue eye shadow. It was a simple, but elegant look, one Starfall was able to appreciate more than the mares who caked themselves in make-up to try and beautify themselves. Like Princess Luna, who Starfall suspected used traces of eye shadow and such to try and enhance her looks, this unicorn obviously knew to let her natural looks do most of the work, and let simple touches just compliment it, rather than trying to hide behind a mask of powders and chemicals.

Twilight gave the unicorn a mock-scowl, replying in what was supposed to be a scolding tone, but was obviously faked. "Rarity, you know I appreciate a beautiful day as much as anypony else here in Ponyville. I'm not _that_ obsessed with my studies." She gave the unicorn a smile to show that she had no hard feelings, before speaking up again. "Slow business at the Boutique today, then?"

Rarity gave a casual flip of her mane, probably her version of a shrug...Starfall was getting the impression she was a mare of class and sophistication...a pony who would right at home among Canterlot's high society. "I have a few design orders, but it was a slow enough day that I decided it was worth treating myself to a lunch out here," she said, before turning her gaze on Starfall, noticing him for the first time, Starfall grimacing slightly as her eyes roamed towards his mane. "And who's your lunch companion, Twilight? Is this the Starfall character I've heard so much about?" she asked, before she gave a slight cringe as she spotted his tangled mane. "Oh...I see you've already met Pinkie Pie, darling...you've got some confetti in your mane."

Starfall sighed, running a hoof through his mane, feeling a couple of pieces of confetti that he had not been able to remove earlier...they seemed to have gotten stuck in his tangles, which meant he was going to have a hard time getting them out. "Yeah...her greeting was, well...exuberant, to say the least," he replied with a lopsided smile, starting to see the funny side of his response to Pinkie Pie now that the incident was behind.

Rarity nodded. "Yes, meeting Pinkie Pie for the first time tends to generate a...lively response from her. I take it she's currently gathering up every pony in Ponyville for a party tonight in his honour?"

Twilight giggled and nodded. "I'd be surprised if she hasn't already started," she said in amusement, before turning to Starfall. "I was going to take you to see Applejack next, but since Rarity's here, I guess we can change things up a bit."

Starfall nodded, before looking back to Rarity, who had suddenly gasped. "Oh, I must take you back to my store! It's more for mare's fashions, but I do have a line of stallion-geared suits, and I'm sure there's something there to suit your tastes. Besides, we simply must do something about that mane of yours, darling. I'm sure it would look simply stunning if I can get the tangles out of it!" she said, somehow maintain her sophisticated air despite her obvious, though paused and looked back at him as Starfall sighed, throwing the foil 'plate' that came with pie into the bin, now that he'd finished it. "How did it get into such a state, anyway? It looks more like a bird's nest than a mane."

Starfall shrugged. "I like to let it do what it wants," he replied simply. "And really, it's fine...I'll get the confetti out myself later," he said, though the fact that Rarity was shaking her head in dismay was not a good sign...clearly the unicorn had a thing for fashion, regarding both mares and stallions, and if Starfall's impression about them was correct, Rarity probably considered his tangled mess of a mane something akin to a crime.

"Oh, no, Starfall...I cannot allow that!" she replied, with a slightly dramatic edge to her tone. "Your mane and tail are simply a mess, and I can tell that with a bit of neatening up, you would look spectacular!" she trotted up to him, even seeming to put effort into making her gait as graceful as possible, almost seeming to glide across the ground as she gave Starfall and insistent nudge, getting him up out of his chair. "Come back to my Boutique with me, and I'll see what I can do," she added encouragingly, giving him what was clearly a practised pout when he still remained rooted to the spot.

Starfall, still grimacing, not wanting to go and let this unicorn do Celestia-knows-what to his mane, but at the same time not wanting to disappoint her. He looked to Twilight for help, but she just giggled and trotted past, clearly ready to follow Rarity. "Come on, Starfall. I was going to take you to Rarity's place anyway. Besides, your mane really is a mess, and Rarity does know how to bring out the best in a pony's looks."

"It's fine, really," Starfall protested, exasperation creeping into his voice at all the favours and gifts Twilight's friends were showering him with. While he did appreciate that they wanted to make him feel welcome, he really didn't want such a big deal made out of it. But when neither Twilight nor Rarity appeared to pay any attention to his protested, he followed behind them with an exasperated sigh.

"Oh, don't you worry, Starfall," Rarity said, in what Starfall assumed was meant to be a comforting, encouraging gesture. "I may be into fashion, but I can tell it's a passion you don't share, so I won't be playing dress-up with you...not much, anyway," she added, giving him a half-smirk over her shoulder, which made Starfall swallow nervously, not really able to tell whether she was joking or not.

Seeing both Rarity and Twilight giggle in amusement at his plight, Starfall resigned himself to a very trying and painful session in Rarity's Boutique, the rest of the walk back into town being conducted in silence for Starfall, while Twilight and Rarity chatted away about things the yellow pegasus really did not bother paying attention to, trying to focus on other things to ease the nervousness of the torture he was about to endure. He quickly quit that attempt at calming himself once his thoughts turned towards Princess Luna...he could not afford to tread back down that road again.

"Starfall, we're here!" Rarity suddenly called out in a sing-song voice, making Starfall look up, his eyes quickly spotting what could only be Carousel Boutique, Rarity's fashion store and home. The building lived up to it's name, shaped and designed like a giant, two-tiered merry-go-round, even having two pony-shaped sculptures fused into the supports for the ceiling overhang on the second floor. The circular building was predominantly coloured in various shades of pale purple, with yellows making up the detailing, such as the curtains in the windows, and any sharper edges the rather sleek building had. It was a highly unique structure amongst the plan white-walled, straw-thatched buildings of Ponyville, and judging by how eye-catching it was, Starfall doubted there was a pony in town who was not at least aware of this building's existence.

But as he reluctantly moved towards the building, Starfall paused, noticing somepony seemed to be waiting for Rarity. The unicorn mare looked completely out of place in the midst of the country setting of Ponyville, her tall, skinny physique giving Starfall the impression she was probably one of Canterlot's fashion supermodels. Adding to that suspicion was the fact that her gleaming white coat and immaculately styled pink mane, with just a hint of curl to it, seemed vaguely familiar to Starfall...likely from some random article in the newspaper he had skipped over, having no interest in the comings and goings of the fashion and modelling industries.

The way this pony carried herself was a dead give-away that she was a frequent player in Equestria's high society, constantly fluffing her mane to ensure it was perfect, and looking around rather impatiently, her turquoise eyes clearly searching for somepony, likely Rarity, considering she was standing just outside the young unicorn's Boutique.

Rarity soon noticed the well-groomed mare as well, gasping in recollecting as she dashed forward. "Oh my stars, Fleur! I'm so sorry!" she called, neither Starfall nor Twilight hurrying to catch up, merely observing as they casually made their way towards the building, Starfall unable to help but listen in curiously...the name Fleur had rung a bell, the cutie mark of three crown-like shapes on the super-model's flank finally cluing in the pegasus to her identity. Fleur de Lis, her name matching her cutie mark perfectly, was a fairly big-shot supermodel in Canterlot, from what little Starfall could recall...though she seemed to have gathered most of her fame by associating with Fancy Pants, a important figure within Canterlot's high society, though Starfall could not recall why.

Rarity did not notice that way Twilight and Starfall hung back, though, too focused on Fleur. "I didn't expect you to arrive until later this afternoon!" she cried, sounding slightly panicky. "If I knew you were coming sooner, I would have postponed my lunch break!"

"It is no matter, Rarity," the unicorn replied, her voice laced with a mild accent, though the way she once more flipped her mane did have an impatient air to it...clearly just trying to be polite. "Is my order finished?" she asked, looking down at Rarity.

Rarity nodded. "Oh yes! I finished it earlier this morning, and I think you'll be pleased with the results! And of course, if there is anything your unsatisfied with, just let me know and I'll see if I can make some adjustments!" she added, turning to Twilight and Starfall. "You two make yourself comfortable in the main room, I shouldn't be a minute."

Twilight nodded, before nudging Starfall. "Come on, let's go inside...I can at least show you around a little while Rarity handles her customer," she explained, before heading towards the store as Rarity and Fleur disappeared inside, Starfall following, once more reluctant, worried about what Rarity was going to do to him.

As he followed Twilight inside, he almost ran into her, only her surprised cry making him aware that she had stopped just beyond the threshold. "Fluttershy! What are you doing here?" Twilight asked, clearly surprised to see another face in Rarity's Boutique.

Starfall looked up, only to spot a pegasus mare that, when he did a double-take, could probably have almost passed for his sister. Her coat was a pale, creamy yellow, essentially a lighter version of his own coat, and even her eyes were a bright cyan, not that dissimilar to Starfall's own brilliant blue ones, even having the same shy look he had often been stuck with when he was younger. Her exceedingly long mane and tail were the features that dismissed the possibility of them being related, being a bright, slightly faded pink colour.

"Oh...hello Twilight," the mare, who was apparently Fluttershy, responded, in a delicate voice that was so soft Starfall had to focus to hear her properly. "Today's the day me and Rarity get together every week, remember?" she responded to Twilight's question, her voice never rising above a loud whisper.

"Oh, of course!" Twilight said, apparently having remembered the get-together Fluttershy was referring to, Starfall starting to feel a little out of the loop. "I guess I forgot what day it is...it's been rather exciting for me." She paused, before stepping aside so Fluttershy could see Starfall clearly, before gesturing between the two of them. "Fluttershy, I told you about Starfall, didn't I? Starfall, this is Fluttershy...I believe I told you about her in my letters?"

Starfall nodded, remembering Twilight's letters describing her friends, recalling that Fluttershy lived in a small cottage on the eastern outskirts of town, near the edge of the Everfree Forest, and that she cares for countless animals, having a special connection with them that no other pony seemed to match. He raised his hoof towards her, offering a small smile, glad that, unlike the others, Fluttershy was not excitedly showering him with attention and favours. "It's nice to meet you, Fluttershy," he greeted warmly, trying to be at least somewhat social.

Fluttershy, however, took a step back, away from Starfall's raised hoof, almost seeming to cower at the presence of an unfamiliar pony, making Starfall pause, unsure how to respond. "He...hello, Starfall," Fluttershy finally responded, her voice even quieter than it had been before, Starfall straining to hear her.

Twilight sighed, before coming up to Fluttershy, putting a hoof on the antisocial mare's shoulder. "Come on, Fluttershy, this is Starfall. Surely you know enough about him that he shouldn't feel like a complete stranger to you?" she encouraged, clearly trying to get Fluttershy to open up a little more. Starfall caught the tiniest, almost imperceptible hint of exasperation in the unicorn's tone, giving him the impression Fluttershy's social awkwardness, bordering on a fear of strangers, was a common occurrence.

Fluttershy seemed to try and respond, but her timid nature got the best of her, the only sound escaping her mouth resembling a quiet half squeak, half whine. She said something briefly to Twilight in a hushed whisper, so Starfall couldn't hear, before she made a slightly rushed exit from the room, clearly wanting to be away from Starfall's presence.

Starfall watched her go, a little perplexed as to what it was about him that had spooked Fluttershy. After heaving a small sigh, Twilight provided an explanation. "Sorry about that, Starfall. Fluttershy's not very good around ponies she's never met. Give her some time, and she'll open to you soon enough."

Starfall figured that made sense, and so nodded, knowing how he hated meeting new ponies most of the time. He understood Fluttershy's problem, even if he thought she was a little over-the-top about it, but decided it would be best to give her some time. Besides, if he looked on the bright side, it meant Fluttershy was one less pony lavishing him with unwanted attention and favours.

Suddenly remembering where they were, Starfall opened his mouth to suggest they move on with the tour, hoping to get out before Rarity could do whatever it was she wanted to do with his mane. He was a split-second too late, though, Rarity choosing that precise moment to appear from a back room, followed by Fleur de Lis.

"And of course, if you are in any way unhappy with it, please do not hesitate to let me know so I can make the necessary corrections!" Rarity said, obviously referring to a box Fleur had hovering in front of her, Starfall making a guess that it contained a dress of some kind for the model, likely a special order, considering the variously complex and eye-catchingly unique designs on display in the room around them.

Fleur gave Rarity a simple nod of simultaneous acknowledgement and thanks, before taking her leave, not sparing a single glance towards Twilight or Starfall, not that the stallion was at all surprised. Fleur, while she did not seem as bad as many of Canterlot upper-class, was clearly still one of those ponies with a tendency to believe themselves above common ponies.

Starfall's thoughts swung back to more pressing matters, however, as Rarity shut the door with a burst of magic, turning to him with an excited gleam in her eyes...one that made Starfall want to whimper in fear, even as he sighed, submitting to the inevitable. "Now then, my dear...let's see what we can do about that dreadful mane of yours, shall we?"


	26. Chapter 26: Apples and Rainbows

_**Author's Notes:** Finally! After fighting this chapter tooth and nail for two straight weeks, I've finally managed to finish it! This is the last of the Ponyville Tour chapters, though, so hopefully my writing muse will be back in a good mood come Chapter 27's return to the main focus of this story. __Anyways, onto my usual dose of answering reviews:_

_"VirusChris": Once again, I'm glad I'm able to lend some amusement to the story, and continue to portray the Mane 6 accurately. Yes, AJ and RD are next up on my list...and I don't think I've done quite as well capturing them. But I guess you, and my other readers, will be the judges. And yes, Starfall's family will be appearing...sooner than you might think, too..._

_"SaberEdge": Thanks for the in-depth review, and I'll certainly be taking some of your suggestions into consideration in the future. Starfall's anti-socialist tendencies are part of his character...the reason for it will become clear with time. I might be over-doing it slightly, now that I look back, though, so I'll see what I can do._

_"Phaedrolous": Sorry, but Starfall gaining an animal companion isn't on the table. Don't get me wrong, it's a great idea...maybe a potential one-shot in the future...but I think I've distracted the story away from the main plot too much as it is with Starfall meeting all the Mane Six. Thanks for the suggestion, though._

_"y2kbrony": While I don't frequent Equestria Daily, I've heard enough to know that having your fan fic featured there is a ridiculously huge honour, so I'm humbled that even one reader thinks I'm good enough for it...made my day when I read that. As to your suggestions, I'm finding the current system works for me. Answering reviews here eliminates the need for me to answer the same question multiple times. Lazy? Probably...but it works for both me and the readers. And having author's notes up top is just the way I do things...if you don't want to read them, just scroll down until you see the chapter title._

_"namco402": Thanks for the huge compliment, and it is actually a dream of mine to one day write and publish my own, original book, and I have a few ideas for that in mind! And yes, certain interactions between Starfall and Twilight could allude to something...but let's face it, any friendship like theirs was going to have such allusions, there's not really any feasible way of avoiding it._

_A huge thank you once again to everyone who has read, reviewed, faved, etc. And today a special thank-you must go to "Zorayda" (yes, the same Zorayda who wrote Pinkie's song a couple of chapters ago), who kindly agreed to beta this chapter for me. She won't be a full-time beta reader, just for this one chapter, but it's still a much appreciated favour!_

_And now, let us find out what has become of Starfall, and what Rarity's done to him, shall we...?_

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><p><strong>Chapter 26<strong>

**Apples and Rainbows**

"Stop playing with it, Starfall!" Twilight scolded the pegasus for the fifth time since leaving Carousel Boutique, having once more caught Starfall giving in to the urge to run his hoof through his mane. "Don't you agree that Rarity did a good job with it?" she asked, offering him a small smile as she glanced briefly at his mane and tail.

Starfall himself glanced up at his mane, once more having to resist the urge to run a hoof through it. "It's not that she did a bad job, Twilight," he responded. "I mean, she did a fantastic job, it just feels so weird now," he added.

When Rarity had first started work on his mane and tail, Starfall had been terrified of what the fashionista was going to do to him. But it seemed that Rarity had previous experience dealing with stallions before, and the results spoke for themselves. Rather than trying to restyle his mane entirely, Rarity had simply done what Starfall sheepishly admitted his mane was probably overdue for...a neatening up. Removing the tangles had been a painful process for Starfall, since they were absolutely everywhere. But once that was over and done with, Rarity was able to get to work, first cutting them back slightly to neaten our the rather erratic length. Once that was done, all Rarity had done was give his mane and tail a long-overdue brush, keeping the slightly wild, untamed look, but neatening it all out so the white stripes running through his mane and tail were neat, and for once, clearly defined.

When Starfall was shown the results in a mirror, he could hardly believe what he was seeing. He had been worried he would lose the wild, free and untamed look he liked about his mane, but while it had received a much-needed neatening, the wild look was still retained, just with a bit more focus, which Starfall belatedly admitted to himself that he actually liked a lot better than his previous look. He had made sure to thank Rarity profusely for her efforts, the unicorn waving off any attempt at payment for her services, before sending himself and Twilight Sparkle off to continue their tour.

For the next part, it seemed Twilight was leading him out of town, out towards the massive farmlands and orchards he had seen during the flight into the town, the studious unicorn explaining where they were going as they went. "Another of my friends helps her family run the farm out here, Sweet Apple Acres," she said. "I don't know what their secret is, but their apples are the best in Equestria, and I'm not exaggerating in any way."

Starfall nodded, remembering the way Pinkie Pie had commented that the apple pie he had eaten earlier had used apples from this same farm, and he had to agree that there was something special about this place. "I don't doubt that for a second," he assured her, looking around as the scattered homes of the town outskirts gave way for the neatly arranged and organised apple trees, clearly the first fields of the farm, which acted as a rather alluring gateway to the farm itself.

Twilight smiled. "I bet it feels nice to be around nature again after spending all that time in the big city," she commented idly. "I mean, the city's great and all, but sometimes you just need a breath of fresh air and a change of scenery to liven yourself up again...at least, that's what I think. You know what I mean, Starfall?" she asked, looking over at him.

Starfall nodded, completely understanding what Twilight was trying to say. To him, Canterlot was an amazing place...any big city was. But having so many ponies, and so much civilisation in a single location tended to overwhelm the pegasus, considering he had been brought up in a smaller country town. The chance to escape back to a smaller town and connect with nature once again was one Starfall was glad he made. The trip to Ponyville may have been primarily out of curiosity, and to get away from Cosmo, and whatever he was up to, but it seemed fate was throwing up reason after reason for this decision to be a very good one.

Twilight smiled at Starfall's obvious happiness. "Just remember to stay clear of the Everfree Forest. I doubt even the Princess' know exactly what hides in there half the time, but ponies have wandered in only to never be found. I'd hate it if you became one of those ponies, okay?"

Starfall nodded again, understanding her concern. He had heard enough stories about the Everfree Forest in his time, and was aware of just how dangerous the place was supposed to be. "I doubt I'll be going anywhere near that place, Twilight. I'll probably be spending most of my time like I did back in Canterlot, just keeping up with my studies and occasionally going for a wander around town."

Twilight giggled at that. "You just can't get away from the stars, can you?" she asked with amusement, Starfall giving a sheepish shake of his head. "You know, that one thing I've been curious about since I met you, but never got around to asking in my letters; how did you end up so interested in the stars? No offence, but it's not often a pegasus takes an interest in something they can't fly to."

"None taken, Twilight," Starfall responded with a shrug, before looking up at the clear, slightly cloudy sky, knowing the stars were hiding up in that blue expanse, waiting for Luna to bring about nightfall before they would show themselves. "I've been interested in the stars since I was just a tiny colt," he explained, his voice starting to carry a nostalgic air to it. "Every chance I'd get, I'd go outside after dark and lay back, just watching them. Something about them always just...I don't know, called to me, I guess. I know it sounds silly, but for me, it's the way I've always been."

Twilight shook her head lightly, still smiling. "It's not silly, Starfall. I was always the same with books and magic. After I went to a Summer Sun Celebration and watched Princess Celestia raise the sun with her magic, I wanted to learn absolutely everything there was to know about magic. Once I realised how much knowledge was contained within books, my drive turned to also learning as much as I could, magic or not. Magic was always, and always will be, my biggest passion, but books, reading, and knowledge in general are big interests of mine. I didn't even make any friends until Princess Celestia sent me to Ponyville, I became so obsessed with my studies."

Starfall smiled softly, able to relate to Twilight's past a little...even if his own past was far darker than the unicorn's. "I can definitely relate to that," he mentioned, before the sound of multiple voices ahead gave him an excuse to ignore Twilight's obvious curiosity, not wanting to mention any more of his past than that.

Eventually Twilight also turned to look for the source of the voices, both of them soon spotting a small group of ponies heading their way. Leading the way was a brilliant purple Earth Pony mare, her mane and tail also purple, though much paler than her coat, with a streak through them so pale it almost looked white. Her faded, pale green eyes seemed full of joy as she looked back over her shoulder to the group of a dozen or so foals she was guiding, all of them looking roughly the same age.

"Alright, class, settle down," the purple mare called, immediately identifying herself as a school teacher, with the foals in her care obviously the class she was in charge of. "Give Apple Bloom a bit of room, no need to crowd her," she added, half of the class offering the teacher innocent, sheepish looks, before stepping back a little, giving a pale olive filly a little room, making her sigh in relief, her bright red mane kept from getting in her sparkling orange eyes by an oversized pink bow. "Thanks, Miss Cheerilee," the foal said appreciatively, her country accent rather prominent to Starfall.

Cheerilee gave Apple Bloom a small smile. "You're welcome!" she replied brightly, before turning back around. "Now, let's all get back to school so we can get your things and have you finished on time," she added, to an excited murmur from the class, who clearly did not want to stay in school a single second longer than they had to.

Starfall quickly stepped back to the edge of the pathway as the class continued in their direction, Twilight doing the same to give them space to pass by. The unicorn gave Cheerilee a wave as they closed in, Cheerilee returning the gesturing and adding a merry, "Good afternoon, Twilight!" on top of it. She did slow down a little when she spotted Starfall, too, the pegasus giving her little more than a friendly smile. All the introductions today had left his anti-sociability a bit more sensitive. "Who's your new friend? I've never seen him around Ponyville before?"

"Apple Bloom! Sis! Wait up!" Before either Twilight or Starfall could answer Cheerilee, another voice called out from the direction of the farm, laced with a country accent similar to Apple Bloom's, making Starfall guess that it was a relative of some sort. That guess was all but confirmed when the pony herself came into view, racing down the path at a rather impressive speed...clearly a fit and athletic pony.

The first thing Starfall noticed about the pony was the distinctive, brown stetson hat the pony was wearing, the dusty, brimmed head-wear only increasing the image of a hard-working country filly Starfall was getting. Once Starfall got passed the hat, and saw the pale orange coat, straw-coloured mane and tail, both of which were tied back in loose ponytails, and the brilliant green eyes, there was no doubt left in Starfall's mind...this was another of Twilight's friends, the hard-working and dependable Applejack.

Even as he figured out who this new arrival was, the athletic Earth Pony finally caught up with Apple Bloom. "Sis, ya almost forgot this," she said, reaching over and pulling off a small set of saddlebags off her back, before passing them to Apple Bloom...obviously the foal's school bags. Apple Bloom gave her sister a slightly sheepish look and nod of thanks, before heading back to join the class once more, immediately joined by two classmates who were obviously her closest friends, a bright orange pegasus, and a snowy white unicorn, both young fillies.

Cheerilee gave them another wave as they hurried along, having clearly been held up a little too long now, Starfall secretly glad he had avoided that introduction. The way things were going at the moment, Twilight was not going to rest until she introduced him to the entire town. And even if she didn't, Starfall had a nagging worry that Pinkie would be glad to take on the job instead.

But in the end, he had traded one introduction for another, as Applejack spoke up. "Silly little filly's always forgettin' her things," the country pony mumbled, before turning to Twilight. "Howdy, Twilight! What brings ya up to the farm today, sugarcube?" she asked, before glancing in Starfall's direction.

Twilight had obviously caught Applejack's curious look, speaking up before Starfall was forced to say something. "I'm just showing Starfall around town, AJ," she explained, Starfall giving a wave to the Earth Pony as her eyes glimmered in understanding. "He just arrived earlier today, so I thought I'd show him around Ponyville. And no tour is complete without a look at your wonderful farm!"

Applejack smiled appreciatively at Twilight's compliment of her farm, before turning to Starfall, grabbing his fore hoof with hers and giving it a firm, vigorous shake. "Howdy, Starfall! It's nice to finally meet ya! I'm Applejack!" she introduced, Starfall smiling and nodding as she gave him his hoof back. "Twilight's told me all about ya...had some really nice things to say, too!"

Starfall gave Twilight an appreciative smile, as the unicorn gave him a sheepish look in return. "Twilight's letters had a lot of say about you, too, and it's nice to meet you, too, Applejack," he replied softly. Applejack seemed like a fairly down-to-earth type of pony, which Starfall was glad for...another overexcited, energetic mare like Pinkie Pie or Rarity would have been too much for the young stallion to cope with.

"So, if y'all gonna be visiting Sweet Apple Acres, how about ya come along and meet my family? Big Macintosh and Granny Smith are as likeable as can be, and the whole family always enjoys meetin' new ponies!" While Applejack may not be as excitable as Pinkie Pie or Rarity, it was obvious the Earth Pony was still rather exuberant when the occasion called, and clearly liked the idea of showing them around the farm.

Starfall, however, was kind of done meeting new ponies for the day. If he was honest with himself, he was curious to meet Applejack's family, but it had been a long day, and right now, he just wanted to rest for the remainder of the afternoon...and pray to the stars above that Pinkie's welcome party was not too lively. "Thanks for the offer, Applejack, but I..."

Before Starfall could say any more, though, the sound of something approaching at high speed, coupled with a distressed yell, made him turn around...just in time to spot a light blue blur speeding straight for him. He only just had enough time to brace himself before it slammed into him, sending him tumbling bodily to the ground in a mess of limbs, fur and feathers...many of which were not his, indicating that the blue blur was actually another pony.

Groaning, Starfall tried to get back up, but found the other pony had landed on top of him, leaving him pinned as she slowly came back to her senses, both of them clearly dazed and bruised by the accident, but fortunately neither of them seemed to be hurt. Twilight sighed and rolled her eyes, before trotting over, lending a hoof to the yellow stallion as he saw Applejack help the newcomer out of the corner of his eye. Getting back up, Starfall quickly dusted himself off, flicking his left wing a little, wincing as it protested...that was going to leave a nasty bruise.

Confirming that the rest of him was fine, just a little sore and dusty from being slammed into the dirt roadway, Starfall turned to see the pony who had struck him. The pegasus mare's looks were incredibly distinctive, her blue coat almost lost to her multi-hued mane and tail, spanning all colours of the rainbow. Aside from the eye-catching colour, her mane was surprisingly done in a wild and free style similar to Starfall's own mane, though the mare's tail was noticeably longer than his. Her eyes were a striking shade of deep pink, and looked genuinely apologetic as she gave a light chuckle, before speaking up.

"Sorry about that. Yet another stunt that I still need to work the kinks out of," she explained, flicking her wings a little...clearly a pegasus who loved flying, and was a bit of a daredevil to top it off. The reference to stunt-based flying only confirmed it in Starfall's mind...this was the last of Twilight's closest pony friends she wanted him to meet, the brash and bold, but loyal Rainbow Dash.

Starfall shook his head, offering a small smile. "It was an honest mistake, and I'm fine, so no worries," he replied, shaking himself off again to try and get rid of the last of the lingering dust the crash had left him with as Rainbow Dash focused her attention on her two friends who had witnessed the crash.

Twilight was just shaking her head, giving Starfall the impression that this was not that uncommon of an occurrence. Her long-suffering tone as she spoke up only added to that suspicion. "Honestly, Rainbow...I was hoping to introduce Starfall to you in a slightly more normal way than that," she chided, though the yellow stargazer could tell her heart wasn't truly in it, her smile suggesting she really didn't mind this carelessness Rainbow Dash seemed to exude, but felt duty-bound to warn the pegasus when she went a bit too far with it.

Rainbow Dash seemed to completely ignore Twilight's chiding, whirling back around to face Starfall. "So you're the stargazing pegasus stallion Twilight's been talking about, huh?" she asked, getting a soft nod from the yellow pegasus in question. "Nice to finally meet you. I'm Rainbow Dash, Equestria's greatest flier, and future Wonderbolt captain, at your service!"

Starfall gave a small smile of amusement at Rainbow Dash's boasting. Obviously she believed herself to be a very talented flier. While Starfall had heard of and knew of the Wonderbolts to a moderate extent, like any pegasus did, he had never really had a huge interest in flying as a profession and career. From the time he was a young foal, his passion had always been the stars, and that was the way it had stayed. "You must be pretty good if you think you can make the Wonderbolts team," he commented.

"I _am_ good!" Dash assured Starfall, sounding almost insulted that Starfall didn't immediately believe her. Starfall had quickly gathered that Rainbow Dash was a pegasus with a big ego...one that seemed to need a lot of attention to keep her happy. "Hey, you're the first new pegasus I've seen in a while! How about we have a race sometime?" she challenged, a clear glint in her eyes at the prospect of and adrenaline rush that would also prove her boasting to Starfall.

The young stallion, however, grimaced and shook his head slightly at the prospect. "Thanks, Rainbow Dash, but I'm not a very strong or skilled flier. Any race against me would be rather pointless," he remarked, scuffing a hoof against the ground self-consciously. While he really didn't care about his weak flying prowess that much, admitting it to others always left him feeling slightly embarrassed. Even if they did not pursue it as a profession, flying was a big source of pride for nearly all pegusi. A pegasus with poor flying abilities was usually looked down on by others. Any pegasus who couldn't fly, for whatever reason, usually turned into a social outcast.

"So?" Rainbow Dash challenged. "Even if you're not a strong flier, a race will be fun. I'll even work out a way to even the odds a little if you want. Come on, Starfall, what do you say? It's been ages since I've gone up against somepony who I haven't raced before!"

"Well, I..." Starfall stalled, still reluctant, as he looked to Twilight Sparkle and Applejack for help. He would not be getting any sympathy from them, it seemed, as both of them were nodding for him to accept Dash's challenge.

"Go on, Starfall!" Twilight encouraged. "It'll be fun, and we'll all cheer you on!" she assured him, sending an innocent smile in Rainbow's direction as the pegasus glared at him. "Come on, Dash, let's face it, it's about time somepony beat you," she added.

Applejack added her own opinion, too. "Besides, I'm kinda curious to see what Starfall can do, myself," she said, giving Starfall an encouraging look. "Go on, sugarcube. I'm sure you'll have fun, win or lose."

Starfall looked between all three ponies for a short time, before sighing in surrender, "Okay...if you all want to see it, then I guess I can give Rainbow Dash a race," he said, smiling as the mare in question gave a whoop of delight. "Just...not today, okay? It's been a long day as it is, and I think there's still more to do," he added, getting a nod of confirmation from Twilight.

Dash just shrugged at this condition. "That's fine by me, I don't care when the race is, it's still going to be totally awesome!" she cried, allowing Starfall some small measure of relief. "So...how about next week? Gives you time to settle in and all, so you're not too nervous," she suggested.

Starfall nodded, noticing Twilight seemed to be agreeing with the suggestion as well, Applejack just shrugging in mild indifference. "Next week sounds good. Meet me at the Everfree Motel whenever you're ready, Dash...I'm staying there while in Ponyville," he explained, getting a nod from the brash pegasus.

"Next week it is, then! I can't wait to see what you're made of!" she said with a grin, bumping Starfall's shoulder with a hoof, before turning to address the group in general. "Well, I'd better get back to practising...my latest trick isn't going to learn itself. I'll catch up with you all at Pinkie's party tonight!" she said, before turning around and taking flight, zipping away and out of sight in a flash, Starfall grimacing at the prospect of racing a pegasus who could fly so fast, even from a standing start. He was both terrified and insanely curious to find out just what she could do when she really got going.

Turning back around, Starfall found that Applejack seemed to be taking her leave as well. "I'd better get back to the farm, myself. I'm supposed to finish bucking the north field this afternoon, and I'm far enough behind as it is with Miss Cheerilee bringing her class in a tour of our orchards."

Twilight nodded. "I understand, AJ...I could lend a hoof, if you want?" she offered. "Me and Starfall were going to come up and have a look around, anyway, so we could help you catch up a bit?" Starfall nodded to indicate that if he was wanted, he wouldn't mind helping out in what way he could...perhaps he could use this as an opportunity to pay Twilight's friends back for all their hospitality so far.

Applejack, however, shook her head. "Thanks for offerin', Twilight, but I think I got it handled. At least Big Macintosh is there to lend a hoof if I bite off more than I can chew this time," she added with a sheepish chuckle, Twilight giggling at what Starfall assumed was some kind of in-joke based off of some past event. "You go and show Starfall the rest of Ponyville, and I'll catch up with y'all back at Pinkie's party, 'kay?"

Twilight seemed to pause for a moment, as if trying to discern whether Applejack was being totally honest or not, before seeming to accept the story. "If you're sure, Applejack. I guess we'll see you this evening, then!"

Applejack nodded. "You can count on it! Nice meeting you again, Starfall!" she said, giving Starfall's hoof another vigorous shake, the pegasus stallion managing to smile warmly at her, before she galloped back up the road into the orchards, obvious hurrying to get her work done.

Starfall stood and waited as Twilight watched her hard-working friend go, before nodding to him. "Come on, Starfall, let's get back to town so I can show you a few more things...a tour of Sweet Apple Acres just isn't the same without AJ there to guide you, we'll come back another time."

Starfall nodded in understanding as he trotted after the purple unicorn, her next question setting the direction of the conversation for what he knew would take up a lot of the remainder of their tour. "So...now you've met all of my friends, what did you think of them?"


	27. Chapter 27: In The Deep End

****_**Author's Notes:** And after such a long delay, I have FINALLY come through with Chapter 27! I am terribly sorry to all my readers for the huge delay, but I am afraid I got my hands on the Mass Effect game trilogy for the first time, and I kinda found myself a new obsession. That, and this chapter was a fight to get every paragraph done. To make it up to you, though, this chapter is LONG, roughly 5,700 words, according to my OpenOffice word count. So enjoy!_

_I'll skip my usual deal of answering reviews this time, as I've simply got too many to answer here. What I will say is that I am glad everyone has taken my portrayal of the Mane Six so well, and it's a trend I hope to continue. The constant praise is also a huge bonus, and you have now idea how much I appreciate every bit of feedback. My old habit of answering reviews will probably not be continuing from here on out. Simply put, we're starting to approach some key moments in the story, so plot spoilers need to be avoided._

_Once again, a huge shout-out must go to "DiamondGirl400", who has returned to beta-read this chapter for me! And on that note, I once more apologise for the delay, and leave you with nearly 6,000 words to devour to your heart's content!_

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><p><strong>Chapter 27<strong>

**In The Deep End**

He had been standing in the room for the entire evening, and Starfall was still having trouble believing what all his senses were telling him. The room seemed almost too nice, the carpet and furniture too soft, too clean...it was beyond anything he had ever experienced before, and he knew that there was no way he would ever be able to afford anything remotely as luxurious as this. And he knew that this was far from the most luxury Equestria's hotel chains had to afford, especially in Canterlot.

He knew that, just across the hall from him, Princess Luna had a suite which was almost identical to his, if not even more luxurious thanks to the hotel staff trying to cater to a royal Princess staying for some time. But all the same, this was not the sort of privilege that was normally available to him, and he was at a loss as to what to do about it.

He jumped slightly as the door to the hallway opened, revealing Princess Luna, who appeared to be checking up on him. She seemed surprised that he had not touched anything as of yet. "Starfall? Hast thou even moved since we arrived?" she asked.

Starfall turned to face her fully, not exactly sure how to explain what he was thinking and feeling to her. As a Princess, she would be used to this sort of luxury...a way of life she likely took for granted, even if she did not realise it. "I guess it's just...I've never had a chance to live in such luxury before, Princess. I never earned much money before, so I was always just happy to have a bed and a roof over my head at all. This..." he added, gesturing to the room around him. "It's almost too much. I feel like I don't deserve this, that it's some kind of mistake or something," he admitted softly.

Princess Luna rolled her eyes at him. "Starfall, art thou not our student?" she asked, Starfall nodding silently. "Then thou art entitled to privileges above and beyond the common pony. Thou hast been a dedicated student, so stop worrying and bask in what has been offered to thee," she said firmly, sounding like she was almost commanding him.

Starfall once more gave her a nod, swallowing nervously, turning back to the room once more. Even if the Princess of the Night had a point, he still felt out of place, like a dirty commoner not fit to even stand amongst such splendour, despite Rarity's commendable effort in transforming him into a much neater and more presentable stallion. As he ran a hoof through his mane unconsciously once more, his mind went back over Twilight's tour, which had turned surprisingly peaceful after Sweet Apple Acres, much to the stallion's immense relief. But everywhere they had gone, whispers had followed them...the town was aware that Pinkie Pie was planning another party, and that this one was shaping up to be big.

Starfall finally wandered deeper into the room, heading over to the large window, allowing him to look out over the nearby streets of Ponyville. Luna had obviously just raised the moon for the night, the sun having disappeared below the horizon, a faint glow still just visible on the western horizon, and the first faint stars making their appearance in the sky, bringing a faint smile to Starfall's face.

It looked like it might be a nice night for stargazing, something he had not been able to do as often as he liked since he had started his studies. Sure, his studies actually involved stargazing, but it was focused, educationally-driven stuff. Starfall just wanted to flop down on a grassy hillside somewhere, or perhaps on a small cloud, and just gaze aimlessly, not seeking to learn anything, but just take in the beauty and mystery of those tiny pinpricks of light.

He was pulled abruptly from his thoughts when a muffled, but still somewhat loud noise made itself apparent to Starfall's ears. He also felt it reverberating through the floor below his hooves, making him look down at the carpet curiously. It sounded like somepony had turned on some music in the downstairs function room...very loud music, at that.

Princess Luna similarly looked down at where the music appeared to be coming from, before looking up at Starfall with a raised eyebrow...probably not familiar with such modern music, if the electronic sounds and heavy bass were any indication. "Pray tell, Starfall, what is that noise?"

Starfall looked up at her, looking a little uneasy. "I'm pretty sure that's music. I get the feeling Pinkie Pie's welcome party just started...and she's holding it here," he muttered, sounding incredibly nervous about the idea of heading downstairs. Big parties or clubs really weren't Starfall's thing at all, and by the sounds of it, Pinkie Pie was going for the atmosphere of a big nightclub down there.

Princess Luna once more gave Starfall her signature raised eyebrow. "Music?" she repeated, looking back at the floor as Starfall nodded. "It seems music has gone through many a change in our absence..." she commented dryly, clearly knowing she was stating the obvious, there.

Starfall gave a weak, nervous chuckle. "That's an understatement, if ever there was one," he commented, before pausing. "I don't know if I could explain even the basics to you right now, Princess...I'm not much into this sort of music. But it will definitely be the focus of a lesson or two," he assured her, before flicking his wings nervously, looking towards the door. "I guess we'd better head down...it's our party, after all," he added, though was obviously reluctant.

Princess Luna seemed just as reluctant as he was, and unlike the young pegasus, didn't seem shy about pointing it out. "Thou wish to remain upstairs?" she inquired, sounding slightly curious.

Starfall nodded in response, his wings still appearing to have a nervous life of their own. "I'm not a big fan of parties, especially large ones like this. I guess I'm not very good with crowds," he admitted sheepishly, suddenly having a hard time looking Princess Luna in the eye. "But...Pinkie Pie did go to all the effort of organising it," he pointed out. "It would be rude of us to refuse to attend our own party after all that."

Princess Luna was silent and still for a few moment, before nodding, finally conceding his point. "We suppose thou art right, Starfall," she sighed, heading back out into the hallway. "Shall we?" she called after him, Starfall giving a hesitant nod and trotting after her as they made their way downstairs, towards the thumping bass of the music, which was growing increasingly louder as they went.

When they finally reached the motel's sizable function room, Starfall stopped dead in his tracks at the sight that greeted him. The room was plunged into darkness, lit only by some dim lights to just allow navigation of the room without tripping, the gloom allowing various strobe and disco lights to flash around the room to maximum effect. The loud electronic music, blaring from speakers all around the room, was being managed off in one corner by a white unicorn, her brilliant blue and cyan mane done up in a wild, eye-catching style, her eyes hidden behind equally outlandish purple tinted reflective glasses. Taking up most of the floor space in the room was a large dance floor, already full of energetic ponies seemingly competing to see who can make the biggest fool of themselves. A smaller space off to one side was reserved for food and drinks, tables and bar shelves lined with bowls of various sweets, and filled with an assortment of different-flavoured punch drinks. In another corner was a place full of couches, seats, tables and cushion, a place obviously geared towards relaxed social interaction rather than the energetic atmosphere the rest of the room gave off.

As Starfall took in the general atmosphere, he was reminded more of a nightclub than anything else, Cosmo having once dragged him off to one when they were still friends. He hadn't been a big fan of it back then, and if his initial wariness was anything to go by, that opinion was not about to change very much. Starfall's quiet and reserved nature went against the wild, carefree vibe this party was giving off. All the same, this was in his honour, as well as Luna's, which gave him an obligation to at least attend.

Sharing a wary, nervous look with the Princess, Starfall finally wandered into the function room proper, his gaze wandering all around, looking for familiar faces, particularly the host of this wild, but admittedly impressive party: Twilight and her group had not been lying, Pinkie Pie really did know how to throw a party like no other.

Sure enough, as if summoned by his thoughts, the energetic pink mare burst up, seemingly out of nowhere, a fore hoof wrapped around Starfall's shoulders before he even knew what was happening. "Starfall! You made it!" she cried, beaming enthusiastically at him, before briefly turning her attention to Princess Luna. "And welcome to you, too, Princess!" she added on, before addressing both of them, though she kept her hoof around Starfall the whole time. "So this is your big, super-duper, wonderific Welcome Party! What do you think, it's pretty cool, isn't it?" she asked, grinning at him once more, clearly expecting an answer.

Starfall cleared his throat, once more looking around the party nervously. "Uhh, yeah. I can't believe you managed to set all this up. I mean..."

"Why, thank you!" Pinkie interrupted. "Mind you, I had help. I mean, when word gets out that I'm throwing a party, I know several ponies that are always willing to help me out for the _really_ big ones! I mean, I know everypony in Ponyville, but not all of them can be great at organising parties, and those that did help were more than enough! I would have done it myself, like I usually do, but I mean, you two deserved the biggest, bestest party I could set up, so here you are! I really hope you two have fun!" she cried, before dashing off, gone as instantaneously as she had appeared, likely finding something else to entertain herself with.

Shaking off the usual throbbing in his head associated with the town's resident motor-mouth, Starfall turned back to the Princess, giving her a nervous, slightly strained smile. "Well, we might as well head in," he said, Princess Luna nodding in response, before Starfall hesitantly led her deeper into the room.

Sure enough, as Starfall moved in amongst the crowds, the atmosphere of the party only pressed down on him further. He could swear the heavy beat of the ever-present music was messing with his heartbeat, with the way it thumped in his body, seemingly reverberating in his ribcage. By the uncomfortable look on Princess Luna's face, he guessed she was feeling it, too.

Catching that he was looking at her, Luna glanced his way briefly, before saying something to him that Starfall's ears completely missed over the blaring music, the DJ in the corner obviously not holding back one bit. "What was that?!" he called to her over the music, having to shout despite being right next to her, the sheer number of ponies in the room forcing him into the personal space he always allowed her. "I can't hear you over the music, you need to speak up!"

Luna grimaced, apparently having heard him, before heaving a sigh that Starfall didn't hear, raising her voice to that magically-amplified level he had only heard when she had blown her temper at him over his crush. Starfall winced at the memory, but the lack of anger in her voice helped alleviate any tension her amplified volume caused. "We were wondering about the excessive volume of the music. We have attended a 'modern' party previously, and the music was very different from this! It certainly was not loud enough to hinder one's ability to speak to somepony!" she called back, Starfall only just hearing her this time, even with her magically-enhanced voice.

Starfall nodded, understand what she meant by this, not entirely understanding it, himself. Best he could tell, the excessive volume was used to help give an extra edge to the wild, unrestrained atmosphere. Before he could explain it, though, a third voice joined, having somehow overheard Luna amidst all the noise.

"The wedding was a totally different situation, Luna. Parties like this are meant to be very loud and wild, from what I've read." Sure enough, Twilight Sparkle soon appeared in front of Starfall, confirming who the voice belonged to as she continued. "I don't fully understand it, myself, but that's the way it is, and I must admit it makes you feel a certain...energy." She paused to let that sink in, before she smiled at both of them. "I'm glad you could make it, though. Especially you, Starfall. Nopony's truly lived until they've experienced one of Pinkie Pie's famous parties first-hoof!"

Starfall didn't look entirely convinced, but gave Twilight a small nod, anyway. He would at least try to enjoy himself while he was here, and stay for as long as he thought his ears could take the insane volume of this music. Princess Luna, on the other hoof, seemed to be at least a little more receptive to Twilight's words. "Very well, Twilight...thou hast never led us astray before. We shall give this new experience a chance...perhaps we shall enjoy as much as some of our other experiences," she mused, seemingly nodding to herself, before turning back to Starfall. "I shall leave thee to thy own things, Starfall," she said simply, Starfall only giving her a quick nod in response, before letting the Princess of the Night wander off into the crowds, soon disappearing despite her distinctive appearance, the uncertain lighting and pressing crowds soon swallowing her form up, leaving Starfall alone, and unsure what to do now.

Twilight also watched the younger Princess wander off, before turning back to Starfall. "Well, I'll leave you to your own thing, Starfall. Have fun! It's your party, after all!" she called, before heading off in the direction of the dance floor, leaving Starfall by himself, nervously glancing at the sea of ponies around, wondering what he should do.

The young pegasus quickly ruled out the dance floor...he had never danced in his life, and figured that with his rather weak flying skills, he'd probably be totally horrible at it, anyway. He had no intention of humiliating himself in that fashion.

Instead, Starfall made his way over to the bar area, finding his throat rather parched with how nervous this whole thing was making him feel. The crowded nature of the room was no different at the bar, Starfall finding himself stumbling and apologising repeatedly as he tried to weave his way through the crowd. He gave a quick wave to Applejack as he passed the country pony by, the Earth Pony raising a glass of punch in his direction in response, before resuming her conversation with a plum coloured mare, the two of them apparently sharing idle gossip, though the purple mare seemed to be more interesting in the punch than the conversation at the moment.

Heading over to a less crowded punch bowl, Starfall poured himself a glass, taking a testing sip of it, finding it surprisingly pleasant. With a drink to keep himself occupied for the next few minutes at least, the stallion decided to head towards the lounge area. He had barely even taken part in the party, and yet he still felt like he needed a moment to relax and recover from the suffocating presence the whole party seem to throw over him.

As he approached the lounge area, though, he saw a familiar young mare wave to him from one of the cushions near the edge of the area...a spot with a good view of the dance floor. "Hey, hey Starfall! Over here!" Even though the voice was only just barely audible over the music, Starfall easily recognised the deeper tone, with a slight slur further defining it, immediately changing course to head her way.

"Hey there, Derpy!" Starfall called back as he got closer, smiling as he found a cushion on the opposite side of the small bench Derpy was sitting in front of, her own glass of punch sitting in front of her, though the clumsy pegasus had chosen to use a straw with hers...likely to minimise the chance of any accidents depriving her of her drink. "You decided to come to the party, too," he commented as he sat down.

Derpy, meanwhile, nodded enthusiastically. "Yup, I always come to Pinkie Pie's parties. Even if you're not a party pony, you've gotta admit she knows what she's doing, don't you?" she added, gesturing towards the dance floor and the DJ, Starfall quickly reaching forward to save her punch glass before her accidental knock tipped it over, getting a sheepishly grateful look from her for the act. "Thanks."

Starfall gave her a smile. Sure, her clumsiness could be annoying sometimes. But he had quickly worked out that she never meant to cause any of these accidents, and that her poor eyesight meant such hiccups were usually unavoidable, particularly with a mare with Derpy's cheer and exuberance. "Anytime. And yeah, I get what you mean about this place. I'm not one for big parties, or clubs...but I've gotta admit, even with everypony telling me to expect this, I'm kind of blown away by it."

Derpy nodded brightly. "Yeah, if you don't know Pinkie very well, that'll happen. You get used to it really quick, though, especially if you live around here. She throws a party for just about any reason she can come up with," she added, giving a light giggle.

Nodding in agreement, Starfall turned his gaze to the rest of the room during the pause in the conversation, the slightly elevated position of the lounge allowing him to see things he previously couldn't in amongst the crowd. Pinkie Pie was right in what appeared to be her favourite place...the middle of the dance floor, busting out some of the wildest, most outlandish moves Starfall had ever seen. Dancing like that would certainly make him die of embarrassment if he was the one performing, but Pinkie did not seem to have a care in the world.

Twilight was also out on the dance floor, though quite a number of party-goers seemed to be giving the unicorn a wide berth, Starfall able to see why from up here; Twilight's dancing, while obvious energetic and enthusiastic, was really quite difficult to watch...kind of how he imagined himself if someone ever dragged him out onto the dance floor. No skill, no finesse, just energetic flailing that, while fun, really wasn't easy to watch without cringing.

Rainbow Dash was also on the dance floor...and unlike the other two, actually seemed to have some skill. She was not exactly a pro dancer, but she handled herself well, using both her hooves and her wings to rather impressive effect. What was interesting to note for Starfall was that, despite her ability, she ignored any attention she received because of it, keeping her moves strictly solo, or at least as solo as a dancer could be on such a crowded floor.

Over at the bar area, Starfall noticed that Applejack was no longer by the punch bowls, instead over at the food table, having gotten herself into what looked like an exasperated disagreement with Rarity over something...though Starfall had to do a double-take to confirm the unicorn Applejack was with was the same unicorn that had fixed his mane earlier that day. Rarity had clearly dressed to impress...or at least tried to. While Starfall would admit that, in the right place, the dress she was wearing would be dazzling, in the more carefree party environment, all she had ended up doing was overdressing for the occasion, and looking rather out of place in the process.

Starfall noticed that the last member of Twilight's group, Fluttershy, was nowhere to be seen out in the room. Curious, he cast his gaze around again, finding that she didn't appear to have attended. He disproved that two seconds later, however, spotting the skittish, meek pegasus in the far corner of the lounge, clearly trying to just stay out of the way and let everypony else have their fun. Able to relate to that, and knowing Fluttershy would likely be terrified at the very idea of heading out to dance, Starfall decided not to bother her, instead casting his gaze back outward, looking for one last pony. He had not seen Princess Luna since they had split up, and even from this elevated position, she seemed to be difficult to spot.

Eventually, though, he did spot the Princess of the Night, though what he saw made him pause. She was actually hanging around near the bar area, not too far from where Applejack and Rarity were continuing their argument. But Starfall could tell she wasn't just there for the drinks. Having been around her for months now, he had learned to read her subtle body language, even in this uncertain lighting, and could tell that Princess Luna was struggling in this environment, though she was doing a very good job of hiding it.

She appeared relaxed, but Starfall could spot the slight tension in her body that said she was either nervous or irritated; likely the former in this case. She seemed to be merely sitting back and observing the crowd go about their own thing, but Starfall could see the way her gaze could never seem to stray away from the dance floor for too long. She seemed to want to join in the fun, but her continued struggles to adapt to modern society were holding her back. He knew that, in her time, dancing was a much more relaxed affair, that almost exclusively involved couples, and the concept of dancing individually in such crowded, confined spaces was a little bewildering to her.

"She's doing a good job of hiding her discomfort, isn't she?" Derpy commented from out of the blue, surprising Starfall, having failed to notice her leave her spot and come up beside Starfall. "I guess she's probably learned to keep her emotions to herself, mostly, right?"

Starfall sighed, nodding. "It's just who she is, Derpy. It'd be nice if she didn't have to...but with everything that's happened to her, I can't say I blame her," he replied softly. He really did have sympathy for how hard the Princess' life had been...especially since he could relate to it, in a way.

Derpy simply nodded, staying silent for a few moment, before suddenly piping up again. "Why don't you see if she wants to dance?" she asked, seemingly out of nowhere.

Starfall whirled to face her, stunned at the blunt, direct nature of her question. "What?" was all he got out as an immediate response, before clearing his throat and trying again. "What do you mean, Derpy?" he asked.

Derpy gestured back out towards Luna with a wing in response. "Come on, surely you can see it. She wants to dance, but isn't sure about dancing alone out there. She wants somepony there with her, and you know her better than anyone. It'd be fun for both of you!" she chirped up, smiling at him encouragingly.

Starfall just shook his head at that. He could only see Derpy's suggestion being a very, very bad idea. Even though they had put Starfall's crush, and the resulting fight, behind them by now, Starfall knew asking her if she wanted to dance was just asking for trouble given their previous history. "I don't think so, Derpy. It sounds nice in theory, but if Luna takes it the wrong way..."

Derpy frowned at him for a moment, as if confused, before giggling. "Starfall, it's a dance, for Celestia's sake! She's not going to jump to conclusions over dancing, especially in this setting. This kind of dancing is hardly romantic," she commented, gesturing out to the dance floor.

Starfall looked back at the dance floor, noting that the pegasus did have a point. Even so, he was still worried about it. But this nervousness only increased when Rainbow Dash, who seemed to have had enough of dancing, headed their way. "Hey, Derpy, Starfall, what's up?"

Derpy responded in her usual way. "Oh, I'm just trying to convince Starfall that he should help Princess Luna out by dancing with her out there, but he thinks it's a bad idea," she chirped, Starfall groaning as the rainbow-maned pegasus turned her attention on him.

"Oh, go on, Starfall!" Rainbow encouraged, giving him a none-too-subtle nudge, trying to get him on his hooves and off in Luna's direction. "I'm sure you'll both have fun!"

Starfall shook his head, fishing for more excuses. "Please, both of you. I'm sure she wouldn't want me asking such a thing of her. Besides, I can't dance," he added, hoping they'd leave him alone on account of his unknown, potentially disastrous dancing skills.

He knew it was too much to hope for though, and this thought was confirmed a second later. "You mean you don't _want_ to dance," Rainbow Dash corrected. "Or at least you think you don't. You'd be surprised how few ponies care how good your dancing is, I mean look at Twilight!" she added, pointing a hoof in the unicorn's direction. Twilight was still dancing away, just as hopelessly as when Starfall had first noticed her. "Twilight's dancing is absolutely awful," she continued bluntly. "But she's having fun, so she doesn't care, and neither does anypony else. It's part of the fun in these kind of parties."

Starfall sighed, still nervous and wary of this whole idea. "But, I..."

"But nothing, mister!" Dash butted in, giving him a more insistent shove this time. "The Princess needs to have a good time, and if Derpy says you're the best pony to help her, I ain't gonna argue. Now go on, you...go show the Princess how us modern ponies party!" she finished, giving him one last shove, forcing him to his hooves as he stumbled in Luna's direction.

Starfall looked back over his shoulder, wanting to protest further, but with the way both mares were gesturing to him, clearly encouraging him to continue, he could see that they would not let this go until he at least tried. Sighing, mentally cursing himself for giving in like this, he wandered in Luna's direction, praying this did not spark another verbal lashing from her...he wasn't sure he could survive the humiliation of going through that again.

He eventually reached Luna's side, the Princess looking over as she noticed him, before looking back over at the dance floor, commenting before Starfall could speak up. "We would never have imagined modern Equestria having anything like this before our banishment," she said. "A party back in our original time would have been so much more, well..."

"Formal?" Starfall suggested, getting a nod out of the Princess of the Night. "We still have things like that. The Grand Galloping Gala was around in your time, and that's still the same as it always was. We tend to call those 'functions' nowadays, rather than parties."

Luna gave him yet another nod of understanding, before looking back to the dance floor. "When Princess Mi Amore Cadenza married the Captain of the Royal Guard, there was a party in the gardens after the ceremony that we were able to attend. It was much like this, only not as loud and crowded."

Starfall nodded. "Royal wedding would also be a little more controlled and restrained. This right here is similar to a nightclub," he said, before elaborating at Luna's confused look. "It's essentially a place, like a bar or such, where ponies can party through the night for no other reason than because they want to. Those clubs are always very crowded, extremely loud, and highly energetic."

Princess Luna's eyes lit up in understanding. "Much like this...only this party has a purpose to it," she added, Starfall nodding, glad she understood so easily. Both ponies went silent for a few moments after that, Luna looking back over at the dance floor. Starfall followed her gaze for a moment, before screwing up his courage to broach the subject.

"You can go and dance if you want, Luna. Nopony will mind," he suggested, hoping to get away with convincing her to dance without having to ask her to join him. The look on the Princess' face, however, said that was probably not going to happen. She definitely seemed reluctant, though doing a good job of hiding it. It was only Starfall's experience with reading her expressions that allowed him to tell.

"We do not think that would be wise, Starfall," she replied, as softly as the thumping music allowed. "We do not understand modern dancing, and do not want to draw attention to us."

Starfall tried to give her an encouraging smile, but his own nerves were ruining much of the effect. "As far as I'm aware, there's not that much too it. As long as you're having fun, dancing in these clubs can be anything from simply shuffling your hooves and swaying to the music to the most wild and outlandish group dancing you can imagine. It's all down to what you can do, and how much you're willing to embarrass yourself."

Princess Luna finally pulled her gaze away from the dance floor to look at Starfall. "What about thou, Starfall? How wouldst thou behave out there?" she asked, making Starfall pause.

"I...I've never really danced before," he admitted, Luna giving him a surprised look. "I mean, I don't like attention, and I know I'd just make a fool of myself."

Princess Luna raised an eyebrow at him. "Never?" she asked, Starfall shaking his head. He may have tried once or twice in more private settings, but his own inability soon saw him getting too embarrassed at himself to continue.

Luna looked back out at the dance floor, and Starfall knew this was probably his best chance to ask her. He took a moment to gather up every scrap of courage he could find, before speaking up. "If you really want to go out there, Luna...I could join you," he said softly. "I can help you if you're worried about anything. And with me there, you can't possibly look stupid."

To Starfall's relief, Princess Luna did not initially reject the idea...she actually seemed to be considering it, looking over at the dance floor thoughtfully. Starfall decided to press on. "I don't know much about dancing, Luna...but I guess that just means that I'll be learning as we go, too." The young pegasus was about as nervous as he'd ever felt since he had revealed his crush to the Princess of the Night, but was glad that Luna did seem to be warming to the idea.

The Princess did have one last objection to raise, though. "Speaking of this, is there any way we could study today's music and dancing traditions in our lessons, before we try it for ourselves?" she asked. She wanted to do this, but was reluctant to do so without first understanding it.

Starfall nodded slowly, though caught on to a snag. "I was planning on making our next lesson about music, Luna...and I could also add dancing as the next topic we study. But this is probably the only chance we're going to have to dance for a long time, Luna," he admitted. His aversion to dancing meant that this party was likely going to be the last one of it's scale he attended for a long time, if ever. "If you want to experience it, I'll help. But I don't like parties much, which means it has to be tonight."

This gave Princess Luna pause, the alicorn once more looking over at the dance floor, as if weighing up the pros and cons of each side of the situation. Eventually, though, she seemed to realise something that gave her pause, turning back to Starfall. "If you despise dancing, why are you offering to join us?" she asked, a slight edge to her tone that made Starfall pause. She was starting to suspect his motives, which meant the stallion needed to beat that idea down, and fast. Another fight over his crush was not something Starfall could afford to have happen.

"Princess, I can tell you want to be out there, dancing, but you're not sure of yourself. If you want to learn more about modern Equestria, it's always good to actually experience some of these changes yourself. I may not like dancing, but I've always been told it's less nerve-wracking of an experience if somepony else is there to share the experience with you. I'm just trying to help, Luna...as a friend, nothing more."

The Princess gave her patented stare to Starfall for a few more moments, before finally relaxing. "Very well, Starfall...it is pointless to open this old wound any further," she said, allowing Starfall to release the breath he had been holding, relieved. "And...if thou art truly willing to assist us, we would be grateful if thou could accompany us," she added.

Starfall gave her a small, nervous smile, before leading her out towards the dance floor. He briefly spotted Derpy and Rainbow Dash out of the corner of his eye, grinning at him and giving each other a quick wing-five. His attempt to give them a withering glare saw them start snickering instead, the sound fortunately drowned out as yet another thumping tune started up, but inwardly, Starfall did make a note to thank the two of them later...he was sure that, for all the humiliation this was bound to cause him, that the young pegasus was at least going to enjoy himself.


	28. Chapter 28: Sound of the Soul

**_Author's Notes:_**_ And after an incredibly slow start writing this chapter, the last half just seemed to write itself! So here you go, another 3,000 words of Magic! (I'm sorry, even by my standards, that was a terrible pun...I'm awful, I know.)_**  
><strong>

_Anyway, once again I muse thank everyone who took the time to review. Recently, I have noticed a couple of people, either by review or PM, seem to be curious about whether I write professionally. While I do not write professionally at this time, it is a dream and ambition of mine to one day publish my own, original work, and become a fully-fledged, professional author. The fact that many of you believe I could achieve this feat is something that never fails to bring me a smile, and make my entire day just that much brighter! So thank you for believing in me, and maybe one day, I'll be up there the next time to go to your favourite bookstore!_

_Back to the task at hand, I must make a quick disclaimer about the two songs used in the following chapter. The first is "Together We Are One" by Delta Goodrem, and the second I have already mentioned here in this story..."Rule the World" by Take That. Feel free to look up both of them if you want to hear them in action, and before anyone does so and points something out to me, yes, I am well aware that the voice of Sapphire Shores in the show bears absolutely ZERO resemblance to the singing voice of Delta Goodrem...chalk that one up to artistic licence, because I really don't have a reasonable explanation for that one. Sometimes singers can sound totally different on stage than they do in a casual conversation._

_One final note, unfortunately I haven't heard work from "DiamondGirl400" in the last few days, so this chapter is unbetaed. Hopefully my spelling and handling of Luna's speech is still up to snuff._

_But on that note, I'll let you continue on...and brace yourselves, readers, because the next few chapters are going to be very important..._

* * *

><p><strong>Chapter 28<strong>

**Sound of the Soul**

Starfall could not help but smile as he sat in the small, private observatory at the top of Twilight's library, watching Princess Luna as she sat near him, listening with rapt attention to a radio he had set up in the room, to let her sample popular modern music that the radio always seemed to play.

_Deep inside your heart and soul,  
><em>_You work so hard,  
><em>_To reach your goal,  
><em>_With every step,  
><em>_With every breath,  
><em>_You gave it all,  
><em>_'Till there was nothing left..._

As the song continued, Luna looked over in Starfall's direction, though her ears remained focused on the radio, clearly still listening to the song even as she spoke. "So, according to what we are hearing, this song tells a tale of triumph and victory?" she commented, though a clear question in her tone, looking to Starfall for advice.

Starfall nodded. "From what I remember from when this song was first released, it was meant to be a power ballad about ponies putting aside their differences, and standing together for a common cause...a reminder that by standing together, we can do anything," he explained, looking back to the radio as the song continued on. "I must admit, while I don't listen to Sapphire Shores all that often, this song is one I really like."

_Seek out the strength within,  
><em>_No thoughts of giving in,  
><em>_Go higher,  
><em>_And higher..._

Princess Luna nodded, seemingly to agree with Starfall. "We agree that this song is very moving and powerful," she mused. "It sends a powerful message, and sounds like it may have been inspired by the Elements of Harmony," she added.

The Princess' last comment gave Starfall pause, thinking about that connection. He, like almost every other pony alive, knew the legend of the Elements of Harmony. It was considered one of the defining legends of Equestria, with many ponies believing it was more than just a myth, that the six symbols of friendship and harmony actually existed, and contained a power that had been instrumental in keeping the peace in Equestria since the land's founding.

Starfall, however, was a little more sceptical about this. Maybe it was his cynical side coming out, but he had seen too much pain, suffering, and tragedy to believe there was some kind of powerful set of treasures that could use the bonds of friendship and trust to vanquish evil and disaster. If they did exist, Starfall knew of several moments he had witnessed where he could have really used their help.

But despite his cynicism about their existence, he could not deny the legend itself, and nodded in response to Luna's comment. "It does kinda sound that way, yeah..." he answered slowly, letting the Princess continue to focus on the song as it played through it's second rendition of the main chorus...

_Find your guiding inspiration,  
><em>_In a place where dreams are made,  
><em>_With a lifetime's preparation,  
><em>_There's no time to be afraid.  
><em>_Put our differences behind us,  
><em>_While we shine like the sun,  
><em>_See what we've all become,  
><em>_Together We Are One..._

As the song moved off into a gentle interlude, Luna once more looked up to Starfall. "It seems music is something that has changed almost as much as it has remained familiar," she mused, though appeared to be looking to the young stallion for confirmation, Starfall grimacing as he was put on the spot once more. Why did he have to hate attention so much?

He managed to collect himself a moment later, though, nodding in confirmation. "The biggest changes to music I guess would be the new genres and instruments that have sprung up, and what styles have become popular over the generations," he explained, before reverting his attention back to the radio.

While Starfall was starting to get used to the nature of teaching Luna, and the fact that this put him on the spot on more than one occasion a night, as Luna looked to him for guidance on anything she did not properly understand on her own, the young pegasus was still trying to adjust his anti-social, more passive nature to the fact that he was essentially leading Luna through her study of modern society.

And while Starfall did not consider himself a leader in any sense of the word, he though he had done a fairly good job up until now. Music, however, was one topic he was not overly familiar with. He had his favourite genres and bands, like anypony else...but his understanding of the intricacies of music was very limited. Fortunately, though, it seemed that the Princess believed the underlying concepts of music had not changed in the thousand years she had missed...merely the instruments and genres that had grown and evolved. It turned what had started as an impossible sticking point, into a mere difficulty that Starfall had worked through the last couple of days to work around. In his last few lessons to the younger princess, Starfall was finding he was learning almost as much as Luna herself was.

Luna nodded. "This..._electronic_ music we experienced at Pinkie Pie's party seems to be most popular at the present time," the Princess added, once more adding some new thoughts to the conversation. She did seem genuinely interested in how music had evolved over the years, though the heavy, thumping electronic music at the party seemed to have surprised her slightly.

Starfall nodded. "I'm not a huge fan of electronic or techno music, but most places trying to evoke a wild atmosphere like Pinkie's party will play music such as that...possibly because it's one of the best genres to allow all kinds of dancing to flow with it," he mused softly, before picking the conversation back up, speaking quietly as the song moved into a third rendition of the chorus, allowing Luna to focus on the song if she wanted. "Pop music, like this song, is also popular, and rock music's also a big one, particularly with stallions," he added. "But in the end, the music you enjoy will ultimately come down to personal taste, and I'm not the kind of pony that says they like something just because everypony else does."

Princess Luna looked at Starfall curiously at his last comment, raising her eyebrow at him. "What does thou imply in those words?" she asked, sounding rather curious...that more inquisitive side of her had started appearing with increased regularity lately, likely due to their lessons. Starfall was at least glad that the Princess seemed eager to learn about modern society, even if she obviously did not want to abandon her old ways.

Starfall paused, before trying to explain it further. "I guess what I'm trying to say is that many ponies today, especially younger ones, try to be the popular one, get all the attention from their friends and acquaintances...even strangers. Most of them, they'll do this by pretending to be something they're not, forcing themselves to like something they in all honesty don't enjoy." He paused, allowing that information to sink in for the Princess, before pushing on. "For some reason, I was never really like this. I guess I've never liked attention much, so I never really wanted the popularity, meaning I was happy just being who I really was." Despite Starfall's little tale, inside, the pegasus was hiding a grimace. He might like the pegasus he was now...but not necessarily all of it. He, like anypony else, had his share of regrets...things he wished he could change about himself, but was powerless to do so.

Princess Luna, for once, did not catch Starfall's unease, merely nodding slowly as she grasped what Starfall was telling her. She seemed to decide not to pursue the subject further, however, since her next question was back to the topic of the night...music. "We are curious to know, Starfall; thou hast mentioned thy distaste for electronic music. What music does our pupil enjoy?" she asked.

The question caught Starfall a little off-guard, pausing for a moment before gathering his thoughts to respond. "I...I guess I've never really given it too much thought," he finally admitted, before pausing, remembering his brief meetings with Octavia in Canterlot. "I guess I kinda like the big, emotive feeling a large orchestra when it plays, but I like my fair share of pop and rock music as well," he finally said, nodding back to the radio to indicate that he thought this song was alright.

The Princess seemed to digest that revelation for a while, before finally nodding in understanding. "Thou has...unique taste in music, from what we can tell of modern ponies," she commented idly, Starfall responding with a small chuckle and a smile, clearly agreeing with her, and not taking any offence over it, either.

Before he could actually say anything, though, the song on the radio finally came to an end, Starfall pausing as he turned his attention to the device to see what they were going to offer up next. "And once again the amazing Sapphire Shores delivers an amazing hit with her latest single, 'Together We Are One'!" the announcer back at the radio station cheered. "And now we move from new wonders to a known favourite of recent years with a hit from the heyday of Baltimare's favourite talent, the fantastic Meteor Storm!"

The mention of the successful and popular pop-rock band had Starfall freezing, for more than one reason, silently praying that the song he was thinking of was not about to start playing. He wanted to introduce the Princess to all kinds of music, but the song generally touted as one of Meteor Storm's best pieces was one that could turn this whole lesson on it's head, in all the wrong ways.

But sure enough, Starfall's prayers were all for nought as the song started playing, confirming his fears, as he tried to find some way of somehow spinning this in the lesson's favour...

_You light...the skies,  
><em>_Up above me.  
><em>_A star...so bright...  
><em>_You blind me, yeah..._

Initially, Princess Luna actually seemed genuinely curious about this particular song, clearly drawn in by the obvious references to the stars and night sky. Starfall, for his part, simply let her indulge in her curiosity, and tried to keep out of her line of sight, so she wouldn't see how awkward this was making him.

The young pegasus could recall with crystal clarity the last time he had listened to this song...or at least part of it. Back in Canterlot, immediately after his argument with Luna over his crush on her, this song seeming to torment him at the time, describing his feelings for the Princess at the time with such clarity it was almost scary.

_Don't close...your eyes,  
><em>_Don't fade away, don't fade away,  
><em>_Ohhhh!_

But here, having had time to adjust to Luna's very direct and harsh rejection, it had gone from torturous to simply awkward. As much as he liked Meteor Storm, the pop-rock group being one of his favourite bands, and as much as he thought this song was a masterpiece, the timing in which the radio had decided to play it left him cringing.

If the Princess figured out what it was about this song that made him so uneasy, and took it the wrong way...he really did not want to go back into that territory again. Especially since he very much doubted Princess Celestia would be so forgiving of him a second time around, not after he had assured her his crush on Luna was dead, buried, and well in the past now.

_Yeah, you and me,  
><em>_We can ride on a star!  
><em>_If you stay with me, girl,  
><em>_We can Rule the World!_

But as the song progressed on, Starfall started reassessing that assertion to himself. Had he really gotten over his crush on the Princess of the Night completely? Sure, he wasn't as jittery or shy around her any more, no longer behaving like some love-struck teenager every time the prettiest mare in town walked by, and he was certainly more than content with the simple friendship he had struck with the royal alicorn.

But at the same time, the core of his crush had not quite disappeared...he still thought Luna was the beautiful, smart, but awkward and stubborn pony she always had been. She still carried all the traits that had initially drawn him to her in the first place, both good and bad. And while he kept his thoughts about her as platonic as possible, determined to avoid ruining their friendship like he almost had last time, there was still a little part of him, hidden deep away, that still yearned for something more with the Princess.

He would never admit it to anypony but himself...and he would never, ever mention it aloud at all, or even let it out beyond the deepest, furtherest reaches of his heart, but Starfall was forced to at least admit to himself that his crush on Princess Luna, while now severely restrained, had not died completely...and at this stage, likely never would.

_You you and me,  
><em>_We can light up the sky,  
><em>_If you stay by my side,  
><em>_We Can Rule the World!_

Luna, in the meantime, seemed to have become transfixed by the song. "This song makes many references to the night sky and the stars...but we are getting the feeling that it not the primary focus of this song," she commented, pausing in confusion as Starfall failed to respond on comment back. "Starfall? What does thy knowledge of this..." the Princess paused, having turned to face Starfall at long last, and finally noticed how uneasy he was, and unease that only intensified as the pegasus realised he was once more in the spotlight on a situation he would give almost anything not to be discussing with the younger Princess right now.

When Starfall still failed to respond, the Princess raised an eyebrow at him, clearly starting to get a little confused at his sudden shift in behaviour. To her, his sudden awkwardness was unexpected, and unexplained. "Starfall? Is our student well?" she asked, giving him a soft shake with a hoof to try and bring him to his senses.

_If walls, break down,  
><em>_I will comfort you,  
><em>_If angels cry,  
><em>_Oh, I'll be there,  
><em>_For you..._

Realising he needed to say something before this situation got any worse, Starfall quickly came to the realisation that trying to hide his problem with this song was not going to cut it...but the stallion was not above bending the truth slightly to avoid what could be their worst fight yet. "Sorry, Luna," he mumbled, his wings shifting against his sides as a sign of his awkward nerves. "I guess, I just...this song just makes me feel a little awkward, that's all," he explained softly, refusing to look the Princess in the eye, his gaze latched onto his hooves.

The Princess simply kept her perplexed gaze on him, clearly looking for a further explanation. When Starfall was not immediately forthcoming, she vocalised her desire. "And pray tell, Starfall, what makes thee so...uncomfortable...with this song?" she asked, a hint of impatience in her tone, but one she was clearly putting an effort into smothering, at least trying to be considerate of Starfall's feelings, something the young stallion appreciated, even if he knew he had to get a move on.

_You saved, my soul,  
><em>_Don't leave me now, don't leave me now,  
><em>_Ohhhh!_

Sighing, realising the song playing in the background was not helping his nerves, he moved past Luna and hurriedly shut the radio off, taking in a moment to let the silence settle his nerves before continuing his explanation. "You see, Luna, that song embodies a lot of what you are, and what is important to you; the stars, the night sky, that sort of thing," he started, the Princess nodding to show that she was following him. "But, at it's heart, Rule the World, as that song is called, is actually a love song. It actually used to be one of my favourite songs, at least until, well...I'm sure you remember..." he trailed off, still staring at his hooves.

As Princess Luna sat near the radio, seeming to take everything Starfall had said in, and probably re-analyse the lyrics of the song in her head, Starfall just hoped she would buy his partially-honest story, and focused on the incidents of the past, instead of the very real possibility that the song had him feel so awkward because his crush was trying to resurface...and the song was just reminding him of what a small, selfish part of the young pegasus wanted, even if he knew such a romance was impossible.

Finally, the Princess seemed to put the pieces together. "Oh..." she said softly, suddenly looking just as awkward as Starfall, which surprised the young student. He had expected her to get all suspicious and irritated...this quiet awkwardness was not what he had expected from her at all. "We think we understand the reason for thy unease, now..." she said, though her awkward tone was offset slightly by the faintly suspicious look she was sending him, making him swallow nervously as he tried to deflect the subject away from dangerous waters.

"I'm sorry this had to come up, Princess," he apologised, moving back to the radio to fiddle with the station to find a channel that stuck to music of a less dangerous style for the two of them. "I know we put that incident behind us a while ago, but I would have preferred it if it hadn't come back up like that," he added, trying to assure her there was nothing left for her to worry about without being too obvious about it, which he knew would only draw more suspicion.

For a few long, tense moments, the Princess was silent as Starfall waited on her response. Finally, after what felt like an age to the pegasus, she merely sighed. "Let us desist from speaking of this subject, shall we?" she requested, Starfall managing to contain his relief to a small sigh as he nodded, the Princess once more moving beside him to watch as he fiddled with the radio once more. "What other modern music did thou intend to show us tonight?" she asked, Starfall finally moving on with the lesson as he turned the radio back on, pushing aside his relief at getting through a potentially dangerous moment to continue with his teachings. He just hoped such incidents would not happen again...he doubted his nerves could really take much more.


	29. Chapter 29: Mail Run

****_**Author's Notes:** And here we are with yet another chapter! Sheesh, am I glad my inspiration has hit a good patch once again...I really hate leaving all of you hanging like I have been on a couple of occasions._

_Once again, a huge thank you to everyone who has read, favourited, alerted, and of course reviewed. To all those who were wondering about my lack of reference to Starfall and Luna's dancing at the party; I apologise...I meant to reference it last chapter, but it slipped my mind. As it turns out, the reference I've made this chapter flowed into the scene fairly well, anyway, so hopefully that will satisfy you._

_Once again, "DiamondGirl400" was unavailable to beta this chapter, so any mistakes and goofs are completely and utterly my own. Hopefully there are few of them._

_But alas, I am wasting the time you could be spending reading this chapter, so off you all go...while I return to OpenOffice to begin work on Chapter 30!_

* * *

><p><strong>Chapter 29<strong>

**Mail Run**

Troubles...they seemed to follow Starfall around like a bad smell. As soon as he got rid of one, another one simply seemed to take it's place, leaving him once more floundering for a solution before another problem could manifest itself and start snowballing into a disaster the young pegasus was no longer able to control.

Starfall's current predicament, a few days on from the lucky break he'd gotten while introducing Princess Luna to modern music, was a prime example. Having managed to get around that problem, thankfully without attracting any ill feelings from the Princess herself, another problem had surfaced to take it's place...his recurring nightmare.

His dreams had been relatively peaceful since coming to Ponyville, that vague nightmare of distorted screams, loud noises, and maniacal laughter seeming to have remained in Canterlot to pester somepony else. But now it was back...and the nightmare was growing more vivid than ever before.

The distorted screams were becoming not only clearer, but louder too...clearly coming from more than just a few ponies, but rather an entire herd, possibly a small town's worth of ponies, if not more. As for the loud noises...they were definitely impacts or explosions of some kind...violent ones. Whatever this was, his vision is the dream was still too poor to make out, but he could tell it was horrendously destructive, and the completely justified reason for the panic of the other ponies he could hear. And the cackling...while Starfall still couldn't discern exactly who it was, he couldn't escape the nagging feeling that he knew the voice somehow...like it was different, but somehow familiar to him, and he should know the pony laughing so madly.

But no matter which way Starfall looked at his nightmare, he could not make any kind of sense from it, and was forced to simply try and push it from his mind once he woke up. There was an alternative possibility to the reason for his nightmare recurring is this way, but he refused to even consider it. If that was what was happening to him, then...

"Starfall! Hey, Starfall!" a familiar, slurred voice called out, snapping Starfall out of his thoughts, making him look around the street he was wandering down, looking for the blonde-maned pegasus he knew would be source.

His gaze quickly found Derpy Hooves, sitting at an outside table at a small cafe, clearly indulging in a bit of lunch. He was surprised to see her carrying a set of mail saddlebags, which she currently had lying next to her seat, along with a mail-pony's hat she was wearing rather crookedly on her head. The uniform briefly reminded Starfall of his earlier experiences with the clumsy pony, remembering that she had mentioned once that she was one of the mail-ponies for Ponyville. It looked she was taking a brief lunch break during her rounds, so Starfall saw no harm in heading over to talk for a little bit.

"Hey there, Derpy!" he called back, trotting over in her direction, smiling in gratitude as the grey pegasus pulled out a chair for him, though accidentally knocked it over on her way back to her own seat. "Don't worry, I've got it," he said patiently as the young mare offered him a sheepish look, before smiling and sitting back in her own seat as Starfall fixed the chair up and sat down. "So, you doing your rounds, then?" he asked.

Derpy nodded happily. "Yup, just making sure everypony in Ponyville gets their letters. But it's my lunch break now, so I thought I'd stop by here for a couple of muffins...want one?" she asked, offering one of a small batch she had obviously just bought up to Starfall, who so far had yet to organise his own lunch. And while the offer was tempting, especially since the muffin itself smelled like it was still rather warm and fresh, he couldn't deny Derpy food she had bought herself.

"No thanks, Derpy. It smells great, but you have it," he said, giving her a smile. "I'll arrange my own lunch later, don't worry." he added, trying to put her at ease. It was a little early in the day for him to really want any lunch, anyway, and he wasn't all that hungry at the moment, regardless.

"Okay!" Derpy replied cheerfully, taking the muffin back as she went back to her lunch, clearly not intent on pressing the issue...something Starfall liked about her. She always respected his decision, even if she might not necessarily agree with it, where a lot of other ponies might keep pushing him a little longer. "So," Derpy continued, clearly having found another subject to work on. "How are you liking Ponyville so far?" she asked.

Starfall paused, taking a moment to look around while he thought about his answer. "It's a nice place, really. Most ponies here are really friendly, and everypony seems to know everypony. It's quiet, but not overly so," he finally said, his soft smile at the thoughts fading as the description reminded him a little of his birth-town, and all the troubling memories associated with it.

Derpy smiled. "That's kind of the way I think about it, actually. One of the big reasons I moved here, too," she added softly. "So you and the Princess have settled in well, then," she added, Starfall nodding in response.

"About as well as can be expected, I guess," he said, still remembering the recent lucky break he'd had regarding his complicated relationship with Luna. Fortunately, things had settled down since them, and their studies were back to a normal routine, Starfall also resuming his studies of the comet they had discovered back in Canterlot. While Starfall was enjoying the change of atmosphere here in Ponyville, he was glad to return to his true passion, up in the night sky.

But before he could say anything further, Starfall paused, catching a sight that had him curious. "Hey, Derpy, is that...a zebra?" he asked, pointing out a mare, her coat striped in alternating light and dark grey, her mane similarly striped, as well, creating a look that was highly unique. Starfall had only vaguely heard of zebras, knowing only that they hailed from a distant land beyond Equestria's borders, and that they were distinguished by their striped, monochrome coats...exactly like the mare Starfall had spotted.

Derpy gave him a curious look, before following the direction his hoof was pointing, grinning and waving at the zebra. "Oh, that's Zecora," she said, smiling as she got the mare's attention. "And yeah, she's a zebra, alright. Hi, Zecora!" she called as the zebra approached, giving the young pegasus a return smile of her own, before replying in a heavily accented voice, betrayal her ancestry being from lands beyond Equestria.

"And hello to you, Miss Ditzy Doo," the zebra greeted happily, Starfall pausing a moment as the accent caught him off-guard...being far stronger than he anticipated. As she turned to Starfall, he got ready to introduce himself, only for Derpy to beat him to it.

"Oh, this is Starfall, a friend of mine. He's staying in Ponyville for a while," she explained, Starfall grimacing slightly as Zecora's gaze lit up in recognition, a sign she had heard of him before. Starfall was pretty sure he knew where she had heard of him, too.

"Starfall...your name is one I've heard before," she replied slowly, before giving him another smile. "You study stars, and other lore," she finished, Starfall raising an eyebrow at her rhyming. He thought she had merely fluked it during her greeting, but now she had done it twice in a row, which seemed like a stretch to him.

Before he could ask about it, or anything else, for that matter, Zecora seemed to remember something. "But, I am afraid I cannot stay," she said reluctantly, already turning to leave, though giving them one last smile as she trotted off down the street. "I wish you both a good day!"

Starfall watched her go for a few moments, merely waving in farewell, while Derpy remained her usual, cheerful self. "Okay, see you around, Zecora!" she called, before turning back to Starfall, catching his baffled expression. "What?" she asked him.

"Does she always do that?" he asked, before spotting that Derpy, for once, wasn't following, and elaborated. "The whole rhyming thing?" he added, looking back over to where he could still see Zecora, heading down the road...interestingly, in the direction of the Everfree Forest.

Derpy finally seemed to get what had confused Starfall. "Oh, that's what you're all confused about!" she said, before nodding at him. "Yeah, she pretty much always speaks like that. Most of Ponyville's used to it by now. I guess I just forgot you wouldn't have met somepony like her, before," she added sheepishly, giving him an apologetic look.

Starfall nodded. "It's fine, she just surprised me, that's all," he explained, before settling back into a comfortable silence. After experiencing Luna's archaic speech for a few months, Zecora's rhyming wasn't too hard to imagine for the young stallion...though it was certainly unexpected, and very different from anypony he had ever known. Then again, he had never met a zebra before.

Eventually, though, Derpy had finished the last of her muffins, and clumsily got back to her hooves. "Well, I have to get back to work and finish delivering these letters, Starfall," she said, seeming reluctant, before suddenly brightening up again. "Hey, you can tag along if you want!" she suggested, making Starfall pausing halfway out of his own seat.

"Are you sure, Derpy?" he asked. "I mean, won't I just be a distraction?" he elaborated. He in no way wanted to avoid Derpy...the unique mare was one of few ponies Starfall considered a good friend, and he was glad he ran into her. But he was worried tagging along with her while she was doing her job could see her get in trouble with her superiors. He was aware that she was clumsy, and that had to come into play during her work as well, though he was glad her boss appeared to be giving her a bit of leeway for it, considering her eye condition.

Derpy grinned. "Nah, my boss doesn't mind if I bring somepony along, as long as I get my rounds done. You'd probably help, anyway...I mix up the letters sometimes, since I can't see the addresses very well. You could stop me from messing it up too much, and my boss would appreciate that, since it means less hassle for him, and less time I spend out here doing my rounds."

Starfall took all that in, thinking on it for a few moments longer before finally conceding she had some good points. That, and if her boss really didn't it, then it wouldn't hurt to help her out a little. "I guess I can come with you...I'm free until sunset, anyway."

Derpy gave a small whoop, Starfall quick to her make sure her little jump didn't knock anything over...fortunately the pegasus had thought to move away from the tables before she had expressed her happiness...either that, or she had just gotten lucky for once. "Awesome!" she cried, grabbing her mail saddlebags and slinging them over her back. "Come on, let's go!"

Chuckling at Derpy's exuberance, Starfall quickly neatened up the table they were leaving, before heading off after her, quickly catching up as she lead him towards a part of town he was not familiar with. A small, out of the way residential area that really had little of interest to anyone not living there.

As they wandered the streets, stopping occasionally to deliver a letter, Starfall pointing out any letters she was misidentifying for her, the stallion allowed his mind to wander, though this just caused it to focus on last night's nightmare. He was starting to suspect that the nightmare was something he should know of...something that was important. But without any truly coherent details, the young pegasus could not figure any of it out...all he could do was wait, and see if any other, future revisits of the nightmare provided any further insight.

His face must have given his troubled state away, though, because Derpy was quick to pick up on it. "You've gone awfully quiet, Star...something bothering you?" she asked, snapping the stallion out of his thoughts as he turned towards her.

"I'm fine," he replied after a moment. "Just something that's been bugging me a bit, that's all," he added, not really interested in talking about it. It was a nightmare, after all...hardly anything to be concerned over, except for the fact that he was having trouble getting a good night's rest because of it.

Derpy, however, seemed to be about to ask further, but was stopped when she noticed that recipient of her next letter was home, and out in the front yard. "Hi, Rose!" the pegasus called, grinning at the creamy yellow Earth Pony, who pushed her bright raspberry-coloured mane out of her face to look back, giving Derpy a wave as well.

"Hey, Ditzy," Rose replied, before Starfall paused, spotting two more mares behind the Earth Pony. Again, both were mares, and the three seemed to be a trio of close friends, if not sisters, by the way their appearances and cutie marks all seemed to revolve around flowers. While Rose was obvious given her appearance, the pink mare with a gold-hued mane was only distinguishable for Starfall by the three white flowers that made up her cutie mark...lilies. The last of the trio, a faded purple mare with a pale green mane, had two daisies as her cutie mark. And as Derpy greeted them all, it appeared they were all named after their cutie marks; Rose, Lily and Daisy.

As Derpy fished for the letter addressed to Rose, Lily turned her attention to Starfall. "Wait, Derpy, who's your friend? He looks familiar..." she said slowly, Starfall pausing at the comment. He had never seen any of this trio in his life, so how could even one of them know him? While his association with Princess Luna had made him famous, he was fairly sure the worst of the gossip had not spread beyond Canterlot yet.

It was Daisy, however, who provided the answer. "Wait, you're Starfall, aren't you?" she asked the stallion directly, leading to him making a small, reluctant nod. "That explains it, Lily, remember how Pinkie Pie threw that big welcome party because Princess Luna was visiting, with a student of hers? Pinkie mentioned that Starfall was the student, and I recognise him, too. I saw him dancing with the Princess during the party!" she exclaimed, giving Starfall a look that expressed how lucky she thought he was for the opportunity.

Starfall, however, just blushed and averted his gaze. He had hoped that there wouldn't be too much attention on him back on that night when he had convinced the Princess to dance, despite his own misgivings. True to his thoughts, Starfall had not been a very good dancer, settling for a simple, shuffling style, little more than swaying and stamping his hooves to the rhythm. But, to his relief, the Princess had certainly enjoyed the experience, and had danced with a little more life than Starfall had, though she was a long way off the wild, exuberant style some ponies had been dancing with that night.

She had even set aside her misgivings for Starfall's feelings long enough to allow him once one dance together. It was far from romantic, the heavy electronic music making their shared dance more lively and less intimate, but it was a lot more than Starfall had ever expected to Princess to be willing to try. It was obvious that Luna had enjoyed herself, and Starfall, as embarrassed as he had been, and still was, had to admit that it had been enjoyable in the end, and he was glad that Derpy and Rainbow Dash had pressured him into it.

"Well, I know Starfall doesn't want any more attention over his time with the Princess, girls...and he's helping me deliver the mail, so I'm afraid we can't stop, anyway." Derpy's voice snapped Starfall back to the present, and as what she was saying clicked in his mind, he threw her an appreciative smile, especially upon seeing the mildly disappointed looks from the trio. Being the subject of gossip was one thing. To have a bunch of ponies quizzing you about said gossip was not something Starfall ever wanted to endure in his life.

Rose was the first to recover from her disappointment, smiling at them both. "Well, thanks for the letter, Ditzy, it's always nice seeing you around. And it was nice to meet you, too, Starfall," she added, holding her hoof up, Starfall hesitantly shaking it, before giving the other two mares a hoof-shake as well and they gave their farewells, before following Derpy back out onto the road once more, remaining silent for a few moments.

After a few moments, though, he remember a detail from their encounter today that had him curious. "Derpy?" he called, getting her attention. "I've heard both the zebra, and Rose just now, call you Ditzy. Why is that?" he asked, Derpy giggling a little as she realised where he was going with this.

"Oh that...it's just a nickname some friends came up with. I mean, I know I'm clumsy, and fillies like Rose and Zecora mean it in a nice way, so Ditzy has just kinda stuck, I guess. Somepony even extended it to Ditzy Doo, and I sometimes hear stories about how visitors to Ponyville think that's my actual name!" she added, giving a short laugh, even Starfall finding himself unable to restrain the smile at the thought of somepony mixing up her name because her nickname was so prevalent in Ponyville.

After the shared laugh, Derpy paused, deciding to be the one to get things rolling this time. "Now, what were you saying before we met the fillies? There was something bothering you, right?" she asked again, Starfall sighing as it was brought up again...he thought he had successfully avoided that one for a moment, there.

"It's really isn't anything to worry about, Derpy, I swear," he replied, giving her a reassuring smile. "Just a nightmare that keeps popping up and disturbing my sleep...nothing to go fretting about."

From from relaxing the blonde pegasus, however, Starfall's explanation seemed to make her pause, instead. "When you say it keeps popping up, Starfall...do you mean it's the same nightmare coming back again and again?" she asked, sounding concerned...and surprisingly serious, making Starfall pause just ahead of her, wondering where she was getting at, as he nodded slowly, not really sure what to expect, now.

His nod just spurred Derpy on. "Wow, you're actually getting a recurring dream that you can remember! Starfall, I don't know if you believe in this stuff...but from what I've heard, recurring dreams are often really important, like the magic of Equestria itself is trying to tell you something. What's the dream about?" she asked, clearly just as curious as she was worried. She obviously hadn't forgotten Starfall's mention that this was not a pleasant dream he was reliving.

Starfall shrugged. "I don't really know...it's all kind of hazy," he admitted. "But...the dream has been getting clearer lately," he added, which made Derpy's ears stand up straighter than before, the young mare turning to look directly at Starfall...or as directly as she could with her crossed eyes.

Derpy finally sighed, seeming to realise that Starfall did not have much more to tell. "Well, if you ever figure out what the dream's about, hopefully you'll be able to tell what makes it so important that you keep seeing it over and over. I've heard tales that the history of Equestria has been changed drastically because of recurring dreams that one pony has had, usually right before some big event. Just...be careful, okay?" she asked him.

Starfall really struggled to figure out what to make of this. Derpy was taking this really seriously, and seemed to think this could either be very important...or very bad, possibly even both. He gave her a reassuring nod, though. "I'm always careful, Derpy," he assured her, the grey mare soon back to her cheerful, smiling self at his response.

"Good!" she exclaimed, before checking the next envelope she was delivering. "Now, I think this is the next stop," she said, Starfall giving the address a cursory glance, nodding to let her know she was right, before settling into place behind her as she went up to the front door and knocked, trying to remain somewhat inconspicuous as Derpy did her job.

When the front door opened, though, Starfall whirled back in her direction at the derogatory tone the stallion living there took...a tone that was strangely familiar. "Oh, it's you," the male voice said heavily, clearly unhappy at seeing Derpy as his mail-mare for the day. "Hopefully you have the right letter this time. I swear, sometimes...wait..." as Starfall's gaze finally found the stallion standing in the doorway, his face unknowingly ended up matching that of the stallion before him, staring at each other in wide-eyed shock. "Starfall?" the stallion asked, too stunned to say anything more.

Starfall, for his part, was left just as speechless...they had lost contact so long ago, and here, years later, they meet up, this stallion actually living in Ponyville, of all the towns in Equestria. Like the figure standing before him, Starfall could only manage one word in response...one he had not uttered in some years. "...Brother?!"


	30. Chapter 30: Family Feud

**_Author's Notes:_**_ And once again, another fast chapter. This one's slightly shorter than the others, but the big events here should more than make up for it._**  
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_Again, I don't have too much to say here. Last chapter has seen the theories and speculation coming out in the reviews, but I'm afraid that since I'm getting to some of the core events of my story, I can no longer answer reviews without fear of creating spoilers. You'll just have to be patient and read the story as it comes out to find out these things from now on._

_Once again, my beta "DiamondGirl400" was unavailable for this chapter, so any goofs and errors are entirely mine._

_Thank you once again to all readers, and especially those who have faved, alerted and reviewed. You can all take some small credit for contributing to my current run of good inspiration!_

_As always, happy reading!_

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><p><strong>Chapter 30<strong>

**Family Feud**

For several long moments, all Starfall could do was stare at the stallion in the doorway, scarcely able to believe it. The dark, midnight-blue coat covering a muscular, clearly strong body. A short faded blue mane done up in a spiky, slightly windswept style. Bright blue eyes, highly similar to Starfall's own, though they exuded much more confidence than the yellow pegasus' much more timid orbs ever could. But the definitive factor was the cutie mark; a miniature depiction of the constellation Orion. Despite the years that had passed since they had last met or even spoken, Starfall was absolutely certain he was staring at his older brother: Star Hunter.

"Wait...is this really your brother, Starfall?" Derpy's voice once more pulled Starfall out of his thoughts, making him look at her, hesitating a moment before giving her a small nod, which seemed to shock her even more. "But you've never mentioned any family before, Starfall. Why haven't you said anything about him?" she asked, clearly puzzled, especially as Starfall showed clear reluctance to answer...the conversation was mere seconds old, and already moving into very awkward, dangerous territory.

Star Hunter, however, seemed to have no qualms about answering Derpy's question, though his voice was surprisingly cold in tone when he spoke. "I'm honestly surprised he's even got friends left to talk to about us, but refusing to speak of family is typical of him," he said, now adopting a sort of sneer as he turned his harsh gaze on Starfall, who actually backed off a half-step. "Your conscience has finally come around to haunt you, hasn't it? You're ashamed...and rightly so, after everything that happened."

Starfall cringed at the hostile tone and words his older brother was using. The younger pegasus had hoped that, after the years that had passed, hostilities might have settled somewhat. But it was obvious that Star Hunter was still as unforgiving and enraged as ever. "Hunter, I..." Starfall tried to say something, still not really sure what, but Derpy was quick to cut over him, giving Hunter a solid glare that gave Starfall pause. He'd never seen Derpy angry, before.

"That was uncalled for, mister!" she cried back, stunning not only Starfall, but Hunter as well, who obviously had not expected the verbal lashing he was getting, either. "Starfall has never done anything to deserve being talked to that!" While Starfall was grateful the young mare was standing up in his defence, he personally thought that her effort were not only futile, but unknowingly dishonest, too. As much as he hated to admit, Star Hunter did have a point...there was a reason he never talked about his past with anypony, not even Princess Luna.

"Oh?" Hunter said, rapidly recovering from Derpy's retorted, clearly not believing her. "And how would you know this? Has Starfall told you anything about his past before he met you? Or has he kept you in the dark about that as much as he's kept you in the dark about our family?" he asked, the question clearly giving Derpy pause, Starfall knowing he had not told her anything about his past, and that she was likely putting all this together, and drawing her own conclusions from it.

Hoping to end this confrontation before it got ugly, and before he'd have to answer a lot of awkward questions against his will, Starfall tried to waylay the direction the argument was taking. "Come on, Derpy, you have to finish your rounds," he said, trying to guide her back towards the street. "I'll explain later, but now we need to go," he added hurriedly, not bothering in trying to disguise his desire to get away from his brother...it was much to late to hide the obvious tension and hostility there.

Hunter, however, was not about to let his little brother off that easily. "You think you can keep running from this, Starfall?" he yelled, making the pegasus stop briefly. "You think you can just run away and pretend it never happened?! It's way too late for that, _brother!_" The older pegasus spat, the derisive tone the last word was laced with unmistakable. This was far, far more than a simple sibling feud, and even Derpy could see it, clear as day.

Derpy also stopped, turning back to the yellow pegasus, Starfall pointedly avoiding her gaze as she tried to look directly at him. "Starfall, what's he saying? What does he mean by that?" she asked, starting to sound a little distressed. She clearly had not expected such a vicious fight to break out so rapidly, and was clearly being left uncomfortable by it, a thought that sent a guilty pang through Starfall. She was not involved in this, she did not deserve to be caught in the middle of it.

Hunter just snorted at Derpy's question. "Of course you would ask that, _Derpy_," he replied, the derogatory inflection he used when speaking Derpy's name making it clear what he thought of the young pegasus mare. "I doubt your damaged brain would understand, even if Starfall had told you."

The obviously slight made towards Derpy's mild mental condition clearly struck a nerve with the young pegasus, who recoiled back as if Star Hunter had physically struck her. "I..." she stammered, obviously starting to reply, before seeming to think better of it, clearly hurting as she turned back to Starfall. "I'd better finish these rounds, Starfall...I'll see you later, I guess...okay?" she asked, turning and galloping off before Starfall could reply, or apologise for his brother's behaviour.

Starfall watched her go for a few moments, before turning back and glaring at Hunter. "That was cruel, Hunter...even for you," he said quietly, but with a subtle hint of anger. Starfall's temper generally had a long fuse, but seeing a mare he considered a friend hurt like that was making that fuse burn away rapidly.

Hunter shrugged. "Doesn't make it any less true. Same goes for you, Starfall...I'm not happy seeing you, even after all these years," he said coldly, making Starfall cringe and back off again. "Or have you, of all ponies, forgotten what happened at Stratos Crossing? What you did..."

"I didn't do anything, Hunter!" Starfall cried, interrupting his brother, though the guilt was still there in his voice, mingling with the shaky conviction he held in his own innocence. "I tried to stop it, brother, I really did..."

Hunter, however, seemed to grow angrier at Starfall's apparent denial, stepping forward, successfully intimidating the smaller, leaner stallion. "Stop lying, Starfall!" he growled. "You can lie to yourself about your involvement in that disaster all you want, but don't lie to me!"

"Brother, I swear to you, on my wings!" Starfall cried back, desperately trying to placate his enraged brother. Hunter was always the more headstrong of the two of them, and always the stronger physically as well...if the younger pegasus couldn't calm his sibling down, there was a chance Hunter could turn violent in expression his rage. "Nopony would listen to me until it was too late! Do you really think I wanted it to happen? That I wanted to see all those ponies killed so pointlessly?!"

Starfall blinked a few times, feeling his eyes watering up, and forcibly trying to hold the tears back. The memory of that day was always an emotional one for Starfall, but his family, particularly Hunter, hated seeing weakness in stallions, and naturally considered crying in front of others to be one. So he fought back his emotions with everything he had, knowing Hunter would just make an even bigger scene if he broke down here.

But Hunter seemed to dismiss Starfall's protests, not even looking at his brother at this point. "I'm not a physic, Starfall," he spat, a strange tone lacing his voice with those words...one that made Starfall cringe even further. "How am I supposed to know why you do anything, any more?"

Starfall grimaced, hanging his head. He knew what Hunter was referring to with those comments, and that just made them sting all the more. "That's not fair, Hunter..." he said softly, unable to mask the hurt in his tone. "I didn't choose to have that..."

"But you chose to use it!" Hunter roared back, once again making Starfall back off fearfully, his wings partially extending as his flight instincts started to kick in. "And look what happened! I don't care whether you meant it or not, Starfall! Your freaky talent destroyed our lives!" he yelled, before snorting as he saw the pained, clearly upset look on Starfall's face. "And there it is...too weak to stand up for yourself normally, so you ended up turning into some kind of unnatural _thing_, instead," he sneered, rolling his eyes as Starfall's hurt expression intensified.

Starfall couldn't believe what he was hearing. He knew his brother had thought what had happened during that disaster was strange and suspicious...but this was new to the younger stallion. Had his brother really come to hate him that much in the time that had passed. "Brother, please," he begged. "You don't..."

"Don't call me that, Starfall," Hunter snapped, cutting over the yellow pegasus. "I don't care what anypony says...no brother of mine would betray his family like that! You're not my brother, and I don't want anything more to do with you, so get lost!" he yelled, a tense silence descending over the scene, before Hunter snarling, rearing at Starfall when the younger stallion didn't immediately move. "I said get out of here, Starfall! I don't want to see your face ever again...and neither does the rest of your family!"

At Hunter's threatening gesture, Starfall finally caved, his wings beating frantically as pushed himself up and away from his brother, though even as he turned to leave, he caught Hunter's last comments...and of everything that had been said, they stung the most. He had hoped that, after the rather bitter parting of the ways he had gone through with not only his brother, but his parents as well, that time would have helped heal the wounds...at least enough to be able to talk to them, again.

But, judging by his brother's venomous words, it seemed that even his parents still had not forgiven him for that day, and as Starfall fled back towards the Everfree Motel, the pain and loneliness that thought left him feeling caused his tears to finally start falling, the pegasus roughly wiping them away with a hoof, trying to stem the tide as he hurried back towards the motel.

But even as he hurried through the lobby and up the stairs towards his room, the tears kept coming, streaking down his cheeks, though he managed to keep his sobs contained long enough to reach the privacy of his room. The moment he had slammed the door shut behind him, though, it all came out, the pain of having to take such harsh words from his brother finally getting the outlet it was seeking as he collapsed heavily onto a couch in the corner of his room, trying to bring himself under control.

He just couldn't understand...how could Hunter, even after all these years, still hate him so much? How could the older sibling still believe in his guilt, now, after all these years? He'd done absolutely everything he could to prevent it...right?

The self-doubt began to creep into Starfall's mind as he looked back over what had happened? Had he done everything? Was there more he could have done to stop it that he should have been aware of at the time? He thought he had analysed his actions completely well before now...but maybe Hunter was seeing something he couldn't?

But even as Starfall reluctantly went back to the memory of that day, and the days preceding it, he knew Hunter's problem didn't lie in any kind of inaction on his part...but the simple fact that, in his association with the disaster, they believed he had a hoof in causing it, and for all his actions in trying to prevent catastrophe...he had failed. To Hunter, and his parents, it did not matter whether he caused it or not, or that he tried to stop it or not. The fact was the he had failed to stop it...and to them, that was completely, totally and utterly unforgivable.

But before Starfall could totally delve into the worst time in his life, he heard a faint creak as the door to his room opened, the noise accompanied by the faint, unidentifiable sound associated with magic being performed. Sighing shakily, wishing he had put up a 'Do Not Disturb' sign on the door when he had arrived, he tried to compose himself enough to speak. "Whoever it is, room service, whatever, please just come back another time," he said softly, not even bothering to raise his head beyond the couch he was resting on.

"Starfall?" The voice made Starfall freeze. _No..._ he thought, burying his head deeper into the cushion he was leaning into. _Not her...please, let it be anypony but her now..._ he begged, praying to Celestia for a break, just this once.

"Starfall, what has happened?" But, in defiance of Starfall's prayers, Princess Luna's voice spoke up once more, the sound of hoofsteps and the door clicking shut confirming that she was in the room, and seemed to have no intention of leaving any time soon. "What did that vile stallion say to thee to cause such pain?" she asked, her voice teetering on the very edge of her magical amplification that signified she was enraged...but holding a level of concern that took the edge of it, and gave Starfall pause.

"Princess?" he asked, trying to wipe his eyes and control his quiet sobs as inconspicuously as possible, before slowly turning to face her, propping himself up on the couch a bit better. "I...how do you know about that?" he asked. He could not recall the Princess witnessing his argument with Hunter, but then again, he had been focused pretty intently on his brother's venomous behaviour, so probably did not notice her if she was there.

"We were searching for you, and heard you had travelled to that district with Miss Derpy Hooves," she explained. "When we arrived, we witnessed thy friend leaving, in apparent distress, but by the time we attempt to approach, thou was already leaving, and were clearly in even more distress. We saw enough to determine that this stallion thou had met had said some cruel and vile things. Dost thou know him from a previous time?" she finally asked, Starfall averting his gaze and pointedly remaining silent. It was bad enough meeting Hunter under these circumstances...he did not want to have to talk about this.

But he could see the Princess' face adopt a frown at his silence, and knew that she was not going to let this go so easily. "Starfall, thou needs to talk about this. Thou cannot keep hiding these things? Why art thou so intent on keeping these troubles to thyself?" she asked, stepping closer as Starfall's distress rose back up again, burying his head in the cushion again as he felt his tears rising back to the surface.

But before he could pull himself under control, he felt Luna place a hoof gently on his back, the gentle gesture only making the tears come that much harder, despite his efforts to control them. He did not want the Princess to see him like this. He had tried so hard to prove himself to her, both in his studies and his strength to take whatever was thrown at him. But this...this was undoing everything...

"Starfall..." Luna once more called to him, though this time her tone seemed much more gentle, causing Starfall to stop. She wasn't telling him to grow up or get over it. She actually sounded like she...wanted to help. "What art thou not telling us?" she finally asked, a second hoof trailing under his chin, Starfall reluctantly allowing her to pull his chin up so she could look at his tear-streaked face. "Thou hast never been this upset, before. We beg thee, Starfall...do not leave us in the dark."

With the Princess staring at him so intently, forcing him to look into her cyan eyes, to see the care there. She was clearly worried by how upset he had become, and was trying to help him as best she could. The fact that she was not demanding he tell her everything straight off was a testament to the success his lessons to her about modern society had been...that, and how far their friendship had recovered.

Sighing, unable to deny the Princess' request upon seeing the worry in her regal features, he gently pried her hoof of his chin, allowing him to lie back down on the couch and avert his gaze, though he tried to appease Luna somewhat by resisting the urge to bury his away. "I...I've never talked about my family, before, Luna," he started, almost feeling the Princess' eyebrow raise at his sudden change of topic. He took a couple of deep breaths to calm himself, and wipe away the fresh tears, before pushing on. "I...there's a reason why I've never mentioned them. That...blue stallion...he's my older brother."

"What?" Luna's surprised cry was not wholly unexpected by Starfall, but it still made him look up, catching the horrified shock on her face before she looked back at him and responded properly. "But...why would thy own brother treat thee so coldly?" she asked, making Starfall cringe again.

There it was, the heart of the whole matter. Starfall knew the Princess well enough by now to know that she would not rest until she had the whole story out of them. The strangest part for him, though, was that part of him wanted to tell her about what happened. It was a part of his life he had always been too ashamed of to speak about. But the Princess was a friend...perhaps it was time.

"I..." Starfall paused, hesitating. Did he really want this? Did he really want to tell his story to her? He was terrified she, like his family, would blame him for what happened, and that this, like his crush on her, could spell the end of his studies, and their friendship. But in the end, he realised it was too late. The Princess was too curious, and he was long overdue in getting this off his chest. "I guess it all goes back a few years..."


	31. Chapter 31: Stratos Crossing

**_Author's Notes:_**_ Well, after the massive response I got from Chapter 30, here it is, at long last! What is the secret of Starfall's past that he has been so desperate to hide? Here's the answer, so go ahead and enjoy!_**  
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_Before you rush off, though, a word of warning; this chapter goes get rather dark...I've increased the story's rating to "T" for the darker tone it's going to be taking at various points from now on, but here's another warning, just in case._

_Also, as another little bonus to those who haven't noticed, I have added a custom cover art for Magic in the Stars. I pulled it together myself, simply by layering several screenshots and vectors I pulled from the show myself, along with a couple of images taken from GeneralZoi's amazing Pony Creator (for Starfall and Cosmo, specifically). The small display size the site limits the image to doesn't really do it justice, in my opinion, especially I'm pleased with how it turned out, considering it was a rather spur-of-the-moment, rushed thing. Anyways, take a peek, and hopefully you all like it!_

_As always, thank you to everyone who's read, reviewed, faved and alerted. You're all awesome! "DiamondGirl400" was once again unavailable to beta, so any mistakes and goofs are all my responsibility._

_Now go on, read! I'm sure many of you have been waiting for this for a long time..._

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><p><strong>Chapter 31<strong>

**Stratos Crossing**

_Stratos Crossing  
><em>_Western Equestria  
><em>_4 years earlier..._

Stratos Crossing...the result of an effort by Princess Celestia to try and bridge the growing cultural gap between pegasus ponies and the other ponies. Thanks to the fact that both were land-bound, Earth Ponies and Unicorns already had plenty of mixed culture, the two subspecies mingling fairly well. But Pegusi, with their cloud-cities and high-altitude societies, were separated from the Earth Ponies, who found accessing their lofty society, even with the assistance of spells and inventions, was a difficult task.

The town of Stratos Crossing was a symbol of the Princess' efforts, and had been a remarkable success. The town was divided into two districts, a symbol of the gap that was being bridged. The first, larger district was your traditional, run of the mill Earth Pony township, with it's helping of Unicorn architecture and technology as well. Built onto the side of a cliff overlooking Canterlot's western coast, this 'Earth District' of the town alone was a tourist destination, especially during summer, when ponies from all over Equestria travelled to the coast to cool off in the bright ocean and enjoy the warm sun and sand on the beaches far below the cliff-top town.

The second district, however, was what set this town apart. Sprawled over away from the cliff-face, out over the ocean, was a cloud town, connected to the cliff-top town by a series of small gatehouses, all watched by unicorns who provided any earth-bound ponies heading into the cloud district with a cloud-walking spell. Despite being located out over the beach and ocean far below, the Cloud District was also raised up to a slightly higher altitude than the Earth District, so that the Earth District's view of the ocean below was not blocked by the aerial township. The Cloud District was your standard pegasus town, filled with historically-themed cloud architecture that was eye-catching and creative, to make up for the lack of colour building with clouds offered, although the streams and waterfalls made of rainbows did liven the district up considerably.

Stratos Crossing; The Gateway between the Earth and the Sky. The experimental town had been founded several years prior on the order of Princess Celestia, and had become a massive success. While the population had never grown too large, the town still smaller than Ponyville, the fact that it was not only a coastal town, but a bridge between the earth and the clouds, meant it generated massive tourist attention. It was unique...and for a young pegasus stallion, it was also home.

Starfall's parents had moved to the town early in it's development, meaning the yellow stallion had spent most of his adolescent years there. He loved the town, especially since the experimental nature of it meant he had met his best friend while living there...a unicorn stallion named Cosmo. It was a wonderful place...and if he got his way, Starfall intended on spending the rest of his life here.

But right now, the chances of Starfall's dream future becoming a reality seemed slim at best, as he once more left the Town Hall, feeling the irritated stares of the town officials on his back as he wandered off down the street, trying to come up with a new plan. He had spent the last two days trying to get the town officals to see reason and evacuate the town, with absolutely no success, except in being called every name under the sun that was not excessively derogatory.

Starfall had to admit to himself that he understood their reluctance. Evacuating even a small town like this one was no small task, and the officials wanted solid proof the town was in danger...proof Starfall was unable to make them see. The most frustrating part for Starfall was that he knew that, if he could just get them to humour him for one minute, he could convince them...he could show them the danger. But because he was still young...barely an adult...the senior officials simply brushed him off, believing their, with the extra years, knew better than a jumpy, attention-seeking colt they believed was pulling some kind of cruel prank.

The thought made Starfall give a dark, humourless laugh to nopony in particular. He wished he was only pranking them...he really did. It would be far better than what was going to happen within the next few days...unless something really drastic happened to change the minds of the town officials.

Fortunately, though, Starfall had not just pestered to town's leadership. Once it had become obvious that they were not going to listen, Starfall had tried warning several fellow citizens personally, speaking up to anypony he felt comfortable with relaying the tale to. Most reacted the same as the officials, passing him off as either a prankster or just insane. But he had noticed that he had gotten through to a few families, who had packed their things on gone a week-long holiday. Starfall just hoped a week was long enough to keep them safe...his observations were telling him disaster would strike soon, but an exact time was just impossible to work out at the moment.

It had all started several weeks before, though Starfall did not know it at the time. A vague, recurring dream came to him repeatedly, and refused to leave him along. As time passed, the dream became clearer and clearer, until Starfall finally managed to discern that it was a nightmare of some terrible disaster striking Stratos Crossing. Initially, Starfall had ignored it, figuring it was a just a particularly vivid dream his imagination was creating, especially since the disaster seemed to involve the stars he was always so fascinated with.

Finally, after the dream...now a definitive nightmare, had refused to go away, and was now starting to disturb his sleep, he decided to take to his nightly stargazing with more focus than usual, trying to see if this dream really was trying to tell him something about the stars. He was highly sceptical, but if his search helped him sleep properly again, then he was not about to let that pass without at least trying.

But what he saw in the sky when he searched with his personal telescope confirmed his worst fears...his dreams were indeed warning him of an impending disaster from the skies, one that threatened to bring the entire town to ruin. There, high above Stratos Crossing, were a collection of meteors...falling stars. And from what Starfall could tell, they were all heading straight for this region of Equestria.

Starfall had instantly realised that these dreams, trying to forewarn him of this disaster, would not be coming to him unless the meteors were heading for Stratos Crossing, had immediately tried to warn the town. But that only left him in his current predicament; trotting down the street, the town officials still refusing to listen to him, and most of the town believing him insane and attention-seeking. It had been nearly a week since he had discovered the incoming meteors, and every night, he had pulled out his telescope and watched as they had drawn closer and closer...though he had no idea of telling exactly how close they were...Starfall feared they were no more than a couple of days away by now.

As he made his way back down the street, heading towards home, he finally gave a heavy sigh. Nopony was listening to him, and time was running out. He reluctantly forced himself to concede that there was nothing more he could do to try and save the town. All that was left for him to do was visit Cosmo, pray his best, and really only friend here didn't think him a nutter, too...before finally heading to his family to convince them that they had to leave, even if it was just for a few days.

The last though made a small shiver make it's way up Starfall's spine. His family was just going to love this. Starfall honestly did not know how he had turned out the way he had, with the ponies he had been raised by. His mother was kind enough, but stuck with out-dated values, believing mares maintained the house and family, while the stallions were the strong ones who provided for the family, and protected them in times of danger. While, of all his family, his mother was the one with the most genuine love for him, Starfall knew she was disappointed in how he was turning out. His lean, almost lanky frame gave no indication of any great physical strength his mother believed was crucial in a stallion, and his passion, bordering on obsession with the stars frustrated her, as she fully believed he would never be able to earn a living that would provide for a future family from it.

Starfall's father, meanwhile, was everything his mother wanted in a stallion...hence why she had married him all those years ago. He had been a member of Canterlot's Royal Guard once, but had voluntarily retired once they had started their family with Starfall's older brother, downgrading to simple security work that was far safer, and more family-friendly than the constant work of a Royal Guard, while still bringing in enough bits to ensure their new family was provided for. He was a security and military stallion through-and-through, and never missed an opportunity to voice his displeasure at Starfall's lack of 'true ambition'. While he was never overly cruel, and never even came close to being abusive towards Starfall, it was obvious to everypony who knew the family that he loved Star Hunter far more than Starfall, and believed the younger son to be a disappointment to his family, even if he still had some care for him. No matter how much of a disappointment he was, Starfall was still his son, and the young pegasus in question was glad his father believed that still counted for something, even if it wasn't much.

Then there was Star Hunter, Starfall's older brother and only sibling, and the favourite son in the family by a wide margin. Starfall honestly did not care that Hunter got all the attention, as he himself preferred being out of the spotlight. But while both of them had been raised on the virtues of their parents, Star Hunter had soaked them up and adopted them as universal truths, while Starfall had sought outside opinion, knowing he could never fit in his family's view of an ideal world, and had formed his own, contradicting opinions. Because of this, while Starfall's parents saw him as a disappointment, but still as their son, Star Hunter had never really had any love for his little brother. He was a weak, pitiful excuse for a stallion, and a shame upon their family...and Hunter was not one to hide his thoughts...especially since his parents never really condemned his behaviour unless he got particularly cold or venomous.

With those three, trying to convince them of the disaster he knew was coming would be a near-impossible challenge. They generally thought poorly of his pursuit of astronomy, so would likely refuse to listen when he tried to explain what he was seeing in the stars. Add in the fact that he had dreams forewarning him of this, and he would lucky if his family did not just flat out laugh him out of the house to cool off.

Starfall quickly realised that, if he wanted to convince his parents to leave, he was going to have to come up with a way of bending the truth to make the story at least believable enough in their eyes that they would listen. He realised that he probably should have done this with the town officials, but it was far too late for that now. Besides, he knew he was a pretty poor liar, particularly when it came to something as serious as this, and the officials would probably see right through his ruse, anyway.

But before then, he needed to find a way of convincing Cosmo as well. While Cosmo was a friend of his, he highly doubted the unicorn stallion would believe anything about his dreams and premonitions. But Cosmo, like Starfall, had some interest in the night sky, and Starfall reasoned that this should be enough. If he could just get Cosmo to see the incoming meteors for himself, that should be all it would take to convince him that he needed to get his family and get out of town.

With an immediate plan in mind, Starfall quickly turned down another street, heading away from his own home, and towards Cosmo's. Since both the Town Hall and Cosmo's house were in the Earth District, while Starfall's own home was over in the Cloud District, the pegasus decided to work the fastest route...especially since convincing his own family was probably going to be a frustrating and highly time-consuming affair.

As Starfall trotted through the streets of the Earth District, he started getting a strange feeling, like something was poking the inside of his skull, trying to get his mind's attention on something. Figuring it was just the onset of a headache from dealing with the fools in the Town Hall, he did his best to ignore it and keep moving. But the sensation persisted, getting stronger, and spreading, almost as if something was attempting to take over his mind.

Within moments, it had become strong enough that Starfall was forced to stop, leaning against the front fence of somepony's yard while he tried to fend off the ache in his skull. As it turned out, this was a good thing, for the moment he had balanced himself, he totally lost his awareness as the sensation finally took over, all his senses being overridden as he lost himself in what could only be a vision of some sort.

_What he saw was still Stratos Crossing, though now he appeared to be floating above the cliff-top town, looking down from above in what was normally a wonderful, awe-inspiring view. Now, however, it was anything but that. Ponies everywhere were looking up at the sky, screaming and panicking wildly,galloping every which way without any sense for where they were going. Several pegusi had taken to the skies, diving down below the Cloud District, using the sheer drop along the cliff-side to gather up speed, clearly trying to get as far away from Stratos Crossing as fast as possible._

_Before Starfall could gather any more details, though, the vision flickered, now showing a ground-level view...he saw the town clock chime, having just hit three in the afternoon, before a flaming projectile travelling at insane speeds smashed right through it, the entire tower simply vanishing in an explosion of debris that rained down onto the streets around the tower, while the projectile itself smashed into a house a few blocks down, totally obliterating the structure and destroying three more around it. Starfall flinched, gasping...he prayed to Celestia that those homes were empty..._

_Back to a more general view of Stratos, and now Starfall was looking at untold devastation. Every few moments, another small meteor slammed into the town, usually with enough force to destroy a small block of homes, leaving huge craters in the town, and debris all over the place. The shock-waves from the impacts had more far-reaching effects, pegusi trying to fly away jolted from the sky roughly. The Cloud District was no better off than the Earth District, the meteors simply causing the cloud roads and buildings to disintegrate into vapour. All around, all Starfall could hear was the terrified shrieking of his fellow townsponies, interrupted only by the occasional, ear-shattering explosion as another meteor smashed into the town._

_From there, the visions got much more brief, but no less horrifying. Ponies simply disappearing from view as a meteor slammed into a crowded street. Ponies...many of them wingless Earth Ponies or Unicorns, screaming as they plummeted towards the ocean below the Cloud District, , remains of the broken cloud town also falling around them, the destroyed clouds no longer supporting the simple structures that had been built atop some of them. Starfall felt sick as he saw Cosmo's house blasted to pieces as a particularly large meteor struck his block...the entire cluster of houses reduced to rubble in an instant._

_The last thing Starfall saw, though, was by far the worst. He could see the entire town sprawled out below him, the Cloud District simply gone, either obliterated into puffs of vapour, or having long since fallen into the ocean. The Earth District was a shattered remnant of its former self, very few building's left standing, and fewer still that were undamaged. But the town wasn't the only thing that had taken a beating...the very cliff the town was perched on had also been struck hard, large chunks of the sheer, rocky face having been blown out, and as the deadly cascade of meteors finally came to a end, the inevitable happened...a massive chunk of the cliff-top, including the entire Earth District of Stratos Crossing, simply crumbled away as the damaged rock holding it up failed, huge chunks of stone, earth and pony-made materials simply falling away into the ocean, taking what could only be a large portion of towns survivors into the sea with it._

The vision ended even more abruptly as it had come, Starfall yelling and staggering slightly as he snapped back to reality, a hurried glance around him confirming he was once more in the streets of Stratos' Earth District, and that no meteors had come crashing down to obliterate the town.

Starfall's panic did not recede, however...somehow, he knew this vision was real, that he was getting some message of something that was going to happen...soon. Remembering the way the vision had shown the devastation starting at roughly three in the afternoon, Starfall swung his gaze around, quickly spotting the clock tower over the roof of a nearby house, the time displayed there causing his blood to run cold.

Two forty...it was two forty in the afternoon. Hesitating, almost dreading what he would see, Starfall slowly swung his gaze skyward, towards where he had been observing the incoming meteors. There they were, at the moment little more than pinpricks of flickering light...but if he could see them in the middle of the day, then that meant they were already dangerously close.

The realisation hit Starfall like a buck to the chin...time had run out. His vision was a final, dire warning...in twenty minutes, the quiet, progressive town of Stratos Crossing, his home, and the home of all that he held dear, was going to be wiped out of existence, along with anything and anypony still within the town limits.


	32. Chapter 32: Falling Sky

_**Author's Notes:** And here you have it, the second part in Starfall's flashback! And may I say, the response to Chapter 31 has been overwhelming! I knew this long overdue piece of plot development would get a response, but you have all blown me away once again with just how much there has been._

_I noticed a lot of people have expressed horror at the behaviour of the town officials, and Starfall's family. There's not much I can say to defend Starfall's family; as the last chapter explained, their views are very old-fashioned...think early-20th century, when men were the ones who went out and worked to earn a living for their family, while the subservient women mostly spent their days tending to the house and children. Starfall's family take on similar views (which I feel I should point out I don't condone)._

_As for the town officials, what you must remember is that Starfall's appears to them to be nothing more than a raving lunatic seeking some kind of sick attention. There's no evidence what he's saying is true...and he's not finding the proof to back his claims up. And as for one reviewer's claim that Starfall should have gone to the Princess...unfortunately she is the highest authority, and Starfall is HIGHLY unlikely to ever be granted an audience with her in time. Besides, she is all the way over in Canterlot, while Stratos Crossing is in Equestria's west...by the time Starfall could get a warning over there, it would already be too late, most likely. Simply put, the town's officials are the highest authority he can go to, and without evidence, they simply are not going to listen._

_And yes, to all those mentioning the cliffhanger ending to last chapter...I am kind of addicted to them, and that is far from the last one this story contains. But hopefully this chapter clears up a lot of questions people have been wondering._

_Once again, "DiamondGirl400" was unavailable to beta, so any goofs and errors are mine. Thank you to everyone for reading, faving, alerting and reviewing...every time I look up the statistics on this story, I get all warm and fuzzy from the sheer amount of attention this fic recieves. But enough of my mushiness, go and find out the rest of the tale of Stratos Crossing..._

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><p><strong>Chapter 32<strong>

**Falling Sky**

Once the shock had finally settled in, allowing Starfall to think rationally once more, he immediately turned and galloped off, heading straight for Cosmo's house...he was already close to it, and Cosmo was his best friend...he had to warn him before it was too late, shuddering as he remembered the vision of Cosmo's house being completely obliterated.

As he ran, he passed a small group of ponies, and briefly paused to try and warn them, pointing up to the sky as he desperately tried to convince them that they needed to leave town. He did not stop to see or hear their reactions, though, pleading with them to pass on the message to the entire town, before racing off once more, looking back up at the clock tower as he went.

Eighteen minutes left...Starfall paled as he realised he had already wasted two minutes of what precious little time the town had left, galloping as fast as his hooves could take him now There was so little time...he just prayed he could save somepony.

As he finally reach Cosmo's home, he practically beat the door down with his rapid, desperate knocking. "Cosmo!" he called, clearly terrified and panicky, praying his friend wouldn't dawdle on the way to the door...every second he lost was precious, now.

As the young stallion waited, every second he stood there, knocking again and again, felt like an eternity, as he looked up at the sky, seeing the pinpricks of light were already growing brighter, taking on a more distinctive orange glow now...the fire they became encased in as they neared the ground.

Paling, Starfall froze in horror for a split-second, before whirling back around, slamming his hoof against the door hard enough to actually hurt. He barely felt it, thought, to focused on his desperate need to warn Cosmo of what was about to happen. "Hurry up, Cosmo!" he cried, almost in a full-blown panic attack now. "Please, open the door!"

Finally, after what felt like a whole day to the pegasus, the door opened, revealing the black unicorn. Cosmo's steely eyes sought out Starfall, looking mildly annoyed, but the look vanished when he spotted Starfall, likely seeing how upset and panicked the yellow stallion was. "Starfall, what they hay's going on?" he asked, a cautious note to his voice. "You look like you're about to..."

Starfall didn't give Cosmo time to say anything more, grabbing his friend by the shoulders, desperately praying Cosmo would not question. "Cosmo, you have to go!" he yelled, pulling the unicorn outside, and gesturing towards the approaching meteors. "I've been watching those meteors, they're heading straight for Stratos! You have to get your get your family and get out of town!"

Cosmo paused a moment, looking up at the distant specks of light, before looking back at Starfall, raising an eyebrow in confusion at his friend. "Starfall, are you sure? You're making a..."

"Cosmo, please!" Starfall cried, flaring his wings and taking off, already leaving...he'd wasted far too much time, already. "Please, in about fifteen minutes, those meteors are going to bring this entire town to ruins! Just get your family and get the hay out of town before it's too late!" Cosmo opened his mouth to say more, but Starfall cut him off again. "I can't explain more...I've got to try and warn the rest of the town before it's too late!" he cried, before shooting off, moving as fast as his wings would take him, now heading straight for the Cloud District.

As he shot through the town over the rooftops, he once more stopped in a crowded square to try and pass on another warning, looking up at the clock tower as he did. Fourteen minutes to go. Again, Starfall did not bother to stay and see if anypony listened...he simply did not have enough time. Once he gave his rushed, hurried warning, he fled once more, continuing his desperate race to the Cloud District. Now that Cosmo was aware of what was about to happen, Starfall's only remaining priority was his family. He had no idea how he was going to convince them the threat was real, but their lives...and probably his own...depended entirely on it, now.

As he reach the Cloud District, now flying over the soft clouds of his own area, he saw another town square. He considered giving it a pass, hoping his earlier warning would spread, until he saw just how crowded the square was. Pegasus ponies, along with a number of Earth Ponies and Unicorns assisted by a cloud-walking spell, were gathered in the Cloud District's main shopping strip.

Starfall paused, he knew he would not get a better chance to spread word to the town than right now, if he could convince them. But time was already running short. He spared a glance back towards the clock tower in the Earth District, and even from this distance, could tell he had twelve, maybe eleven minutes left.

The young stallion hesitated a brief moment, indecisive, before giving a worried, frustrated sigh, and diving for the square. He had to at least try...he could not just leave these ponies to die. But he would have to make it quick. Less than ten minutes to convince his family of the danger was going to be cutting it way too close for comfort.

"Everypony!" he called as he landed, clearing his throat to try and remove his nerves. Starfall was not a fan of speaking to crowds, and this was going against everything his mind was telling him to do. But this was a serious, deadly situation, as Starfall forced his shyness aside. His own insecurities paled in comparison to the destruction that was about to literally rain down from the sky.

"Everypony, please listen!" he called again as several ponies started turning to face him, clearly wondering what was going on, especially with how desperate and jittery the young stallion addressing them looked. "This town is about to be hit by a meteor shower!"

As expected, Starfall's warning was met with a lot of cynicism and doubt...and more than a few laughs as well. It pained Starfall that so few ponies were willing to even give him the benefit of the doubt, but he once again forced himself to ignore it...he could not afford to waste time, and he had to convince them, before it was too late.

"Please, just look!" he begged, pointing towards the sky, where the approaching meteors were still lurking, much more obvious than before...speeding towards the town. "Those aren't stars up there, you can't see stars in the middle of the day. Please, I'm begging you...this town's going to be a smouldering ruin in a matter of minutes! Please...just get out while you all still can!"

As a few ponies followed his hoof, looking up in the sky, their gasps and various expressions of surprise had many others in the square also following suit. Suddenly, the locals seemed to look much more worried. Starfall's ramblings, until now, had been just that; seemingly deranged ramblings. But now the proof of his sanity was staring them in the face...and heading straight for the town.

As many of the less sceptical ponies starting looking over at him, their worried, hesitantly fearful expression easy to see for the young pegasus, he spread his wings to take off, giving one last warning to the square. "Please, just leave town, and warn as many others as you can on the way out...don't throw away your lives because your pride refuses to listen to me." With that last warning, he took off, heading straight for home now, though he was glad to see that several ponies below him had finally gotten the message, scattering as they either ran home to gather their families, or else just immediately take wing to get away from the town, the earth-bound ponies settling for just fleeing for the Earth District, where they could get away from the town on their hooves.

Starfall glanced back over his shoulder as he flew, risking another glance at the clock tower...nine minutes. His time was over half-gone. Less than nine minutes to convince his family to flee from the town...Starfall grimaced at the very thought of the task before him. This was not going to be easy by any stretch of the imagination.

Still, he could never just leave his family behind, and so he flew on, heading for his family home, praying that, just this once, they would listen to him. They may not be the most loving family, but Starfall knew it would destroy him if they were to die in this mess. A mess he really wished he could have done more to stop. Why was he being given these dreams, these premonitions of impending doom, if he do nothing to stop the death and destruction?

Still, he pushed it out of his mind for now, trying to focus on who he could save...hopefully. He landed just outside the front door of his cloud-home, quickly bursting through the front door, wasting absolutely no time. "Mum! Dad! Hunter! We've gotta go, now!" he yelled, trying to get their attention from wherever they were in the house.

His father was the first to respond, the voice coming from the direction of the kitchen. "By Celestia, Starfall, what are you whining about this time?" he growled, clearly unhappy with Starfall's distressed, panicked state. He expected stallions to be tough, and put on an air of courage and calm at all times. It was something Star Hunter had grown up to relish in, becoming his father's spitting image in both looks and attitude, the only distinguishing differences between the two of them was his father's darker mane, which Starfall had partially inherited, and the lines starting to show on his father's aging face.

Starfall quickly turned towards his father, racing into the kitchen, ignoring the fact that he was busy trying to read the daily newspaper. "Dad, please listen, this whole town's in danger, and we need to..." he tried to explain the situation, but his father cut over the top of him.

"Danger?" he scoffed, clearly both disbelieving and dismissive. "What the hay are you going on about, Starfall? If anypony in this town was in danger, I think we would know about it. Now enough of these ridiculous flights of fancy, and leave me in peace," he said shortly, clearly intending for the matter to be dropped then and there.

But, for once, Starfall was not letting his father intimidate him into dropping the subject. This was life or death, he could not afford to let his fear cost him his family. "Dad, please," he begged, trying to stress how important this was. "This is serious..."

His father cut him off by slamming a hoof down on the kitchen table with enough force to make Starfall jump at the unexpected bang, freezing briefly as his angry expression. "What part of 'leave me in peace' don't you understand?!" he yelled. "Enough of your ridiculous nonsense before I try to knock it from you!"

His father's threats of violence were idle ones...at least as far as Starfall was aware. He could be cold towards his youngest, smallest son, but never violent or abusive, but then again, Starfall had never pushed him when he got this angry before. Today, it seemed, he would be forced to end that trend. His father could yell, scream, or even hit him all he wanted later...as long as he was alive to do it.

Starfall, rather than backing off, actually stepped towards his father, shoving his own hooves onto the kitchen table roughly, his frustration and panic finally showing through in full force. "Dad, for once in your life, listen to me!" he yelled, his rebellious refusal to be cowed actually stunning his father into silence for a brief moment...a silence Starfall took advantage of. "If we don't leave, right now, we're all going to die! Along with everypony else in this town!" he yelled, his desperation and pleading clear for anypony within hearing range to pick up on.

It just so happened that his brother had indeed heard his desperate pleas, taking over since their father seemed too stunned to reply at the moment. "Starfall, what the hay are you going on about?" he asked, clearly confused. "You're acting as if the sky's gonna fall on us or something," he added, stepping away from the doorway to the kitchen to let their mother through.

Starfall turned his attention to his mother now, figuring she was the most likely one to listen to him right now. "Mum, please! You have to listen to me. Just head outside and look up at the sky! There's a meteor shower coming...and it's going to hit this town with everything it's got!"

His mother's pale green eyes stared as Starfall with a clearly confused, sceptical look, seeming to think Starfall was in the midst of a brief bout of insanity. She remained silent for a long time, before her pale, creamy yellow body heaved in a heavy sigh as she glanced at her husband. "I'll go see what he's complaining about," she said in a long-suffering tone, her sky blue tail flicking in annoyance as she turned towards the front door. "I don't appreciate you wasting my time, though, Starfall," she added, making it clear that while she was humouring him, she was not happy with his behaviour, though Starfall was too relieved to really care at the moment.

He quickly followed his mother outside, who immediately turned to him with a mild glare. "Alright, now, what are you rambling about, Starfall?" he asked, clearly impatient. But Starfall was already pointing to the heavens, where he saw the meteors were visibly larger...he could swear he was already hearing the distant, ominous rumbling as the heavenly boulders screamed towards the earth, and their town.

"Mum, please," Starfall begged once again, praying that the sight that greeted her as she looked up would be enough to convince her he was telling the truth, and was desperately trying to save their lives. "Those things are going to come down right on top of this town...we have to leave, now, before it's too late!"

For several moments, Starfall's mother was still and silent, clearly struggling to comprehend what she was seeing. "I...but...by the First Alicorn..." she muttered, Starfall quickly pouncing on her shocked disbelief.

"Mum...I'm begging you. We have to go...this town's going to be a ruin when those things come down. Please, just get dad and Hunter..." Starfall could no longer see the clock tower from his house, but knew that several minutes had already passed. He guessed he had maybe five minutes left...though for all he knew it could be one minute by now.

After a few more moments, which Starfall spent shuffling anxiously on his hooves, his mother finally seemed to come out of her trance, turning to her younger son. "You're sure those things are going to hit the town, Starfall?" she asked, Starfall nodding emphatically, trying to get her to understand, seeing she was all-but convinced as she sighed, before hurrying back inside, Starfall heaving a massive sigh of relief as he heard her calling for Star Hunter and his father to pack up and leave the house. He'd convinced them...they were going to be okay.

He spared another nervous glance upwards as he waited for his family to gather their wits and leave, and could now actually watch as the meteor grew larger and closer before his very eyes, making him pale...his estimate of five minutes must have been off...at the rate they were approaching they couldn't have any more than two minutes left now.

Finally, after what felt like several eternities to the young stallion, Starfall's family finally came out the front door, both his father and Star Hunter looking upwards, pausing upon seeing the flaming boulders coming down from above...an impact with their town now indisputable...and imminent. "Alright, let's go!" Starfall's father barked, instantly taking charge as he spread his wings, facing north. "We'll head up the beach a few miles, make sure we're away from the impact zone, and wait it out," he said, before taking off, his wife and elder son immediately following after him.

Starfall, glad everypony was finally listening, raced off after them, relieved as his view of the town below showed empty streets, only a few ponies left gathering up straggling members of their families before leaving as well. By the looks of the roadways out of town, and the skies above the coastline, most of the town was already evacuated, somepony obviously sounding the alarm earlier during Starfall's desperate pleas. If felt like a huge weight had come off his chest. The town might not be saved, but apparently most of lives within had been, and that was enough for him. The town could be rebuilt...but dead ponies could not be revived. That was a feat beyond even the Princesses.

But even as Starfall followed his family's hasty retreat from the town, his heart sank like a stone once more as he looked over his shoulder. There, in the middle of the cloud street, clearly lost and frozen in panic, was a young foal. The young filly seemed to have spotted the approaching meteors, and her young mind had simply locked up in sheer panic, leaving her frozen in place...right in the path of the destruction.

The sight made Starfall stop, hesitating. For a moment, he was about to leave the filly behind, but he spared a glance back up at the sky, causing him to hesitate. The meteors were painfully close, Starfall now definitely able to hear their low, reverberating rumble as they got dangerously close...but there still might be enough time...

Knowing he had to decided in that moment what to do, Starfall sighed, knowing he was going to regret this in some way, before turning away from his family, diving recklessly back towards the town, to reach the little filly as fast as possible. He would have to be extremely fast if he wanted to get the little pony out of town in time.

As he landed next to her, the little Earth Pony light blue body jumped slight, turning her pale purple eyes up to him, the fear evident in them, her deep blue tail pinned beneath her in that same expression of fear as he gaze returned to the sky.

"What are you doing?" Starfall cried, trying to nudge her into moving. "We have to get out of here!" he added, starting to panic himself as he glanced up at the heavens, the meteors now so close he could actually make out details on the flaming rocks...and the fiery trails they were leaving behind. They had seconds, at best.

"I'm scared..." the filly whimpered, looking up at him with wide eyes, before looking at the Cloud District around them. "What are those things? Why won't they stop?" she asked, displaying the childish innocence that Starfall knew, one way or another, was going to be gone by the end of the day.

But Starfall could see a bigger problem...as an Earth Pony, the filly had no way of escaping in time on her own...and he didn't know if he had the strength to carry her away. But he had to try, since it was the only way they were both getting out of there alive. "Come on, we have to leave!" he said insistently, trying to convince her to climb on his back. "Those things aren't stopping, kid...we have to go, come on! Climb on my back, I'll get you to safety!"

But the filly refused to move, still frozen by panic and fear. She seemed to have missed Starfall's calls entirely, making the stallion groan in frustration and fear as he tried to figure out how to get the young pony's attention.

A loud, deep gong make Starfall freeze in his tracks, both him and the filly spinning to look at the clock tower over in the Earth District, though for different reasons. Sure enough, there it was...three o'clock. Time had officially run out. In about five seconds, Stratos Crossing was going to crumble...and Starfall and the little filly were still in the middle of the town.

Knowing attempting a slow take-off in the middle of town was not going to give him to escape the town limits before the first explosions blew him out of the sky, Starfall grabbed the filly hurriedly, ignoring her yelp of pain and protest as he handled her a little more roughly than he intended in his haste, fastening her on his back, looking at his hooves...and the cloud-street below him...getting an idea.

"Hold on, kid...and close your eyes," he warned the filly, giving her only a moment to clasp her hooves around his neck, before raising his hind hooves. "Whatever you do...don't let go!" with that last warning, he brought his hooves back down, giving the cloud street a solid, forceful kick.

Thanks to his weather-manipulation abilities as a pegasus, the cloud street puffed out of existence below him, a hole opening up directly below his hooves, the sudden loss of footing causing Starfall to feel like he had left his stomach behind as he dropped like a stone, the added weight of the filly on his back making his fall all the more rapid.

The rapid drop did not stop from seeing the first meteor finally reach the ground, smashing straight through the clock tower just as his eyes dropped below the cliff-top. But even though he could not see the first devastating impact, he sure as hay heard it, the loud explosion just about tearing his eardrums apart, the filly on his back squealing in pure terror and wrapping her hooves around his neck all the tighter, almost choking him as the blast wave from the explosion struck him, sending him spinning wildly through the air, flaring his wings in a desperate race to regain some form of aerodynamics before he reached the ground...neither he nor the filly would survive a fall from this height, even with the foal's fall was cushioned by his own body.

After a few moments, Starfall regained some kind of control over his fall, his wild spinning coming to a halt, as he pointed his body down into the sky, grimacing as the move caused him to speed up even more, but pulling up desperately, trying to level off as he saw the sand and surf rapidly coming up to meet him.

But even though the pressure waves each impact the meteors were creating as they struck the town above were weak enough down here to do little more than jostle Starfall around mildly, the weight of the filly on his back was overcoming his ability to defy gravity, continuing to fall despite his best efforts, flapping his wings desperately in a futile effort to gain some kind of lift.

Knowing that it was more than his own life on the line here, Starfall put absolutely every ounce of strength he could find into his wings, praying that, just this once, they would not let him down. Finally, he seemed to have found the strength he needed, starting to level off as he looked below himself, trying to slow himself down as he saw the sand rapidly approaching...he was too to avoid hitting the ground!

Having almost levelled off, Starfall flared his wings as wide as he could, tilting them up so they caught as much air as physically possibly, trying to use them like a makeshift parachute as the beach drew closer and closer, until he his hooves finally met the soft, rough grains.

Still travelling at a fair speed, Starfall immediately tripped over his own hooves, yelling as he somersaulted forwards, the filly shrieking as she was flung roughly off his back, both of them tumbling bodily across the sand, before Starfall finally slammed to a stop in the sand with a bone-jarring thump, the multiple impacts with the sand leaving his whole body aching, his left wing stinging from where he had landed awkwardly on it, twisting it slightly.

Groaning, it took Starfall a few moments to get his wits about him again, slowly raising his head to look around. He had ended up on a stretch of beach a short distance north of the town, out of the immediate danger zone of the meteor storm, but still way too close for comfort, especially when he remembered his vision warning him that the cliff-side was likely going to crumble into the ocean soon.

Wincing as almost any movement made his body ache, he struggled back to his hooves, wincing and pinning his ears back reflexively with every distant explosion coming from the town above him...a town in the process of being destroyed. He could not tell if he was imagining it or not from this distance, but it still brought tears to his eyes as he thought he heard screaming coming from the town as well. Ponies were still dying...despite all he had done to try and save them, he had failed.

Remembering the blue filly, Starfall looked around for any sign of her, praying he had not hurt her with the rough landing. He saw the marks in the sand not too far away from him, obviously where the little one had crashed into the sand after being flung off his back, but there was no obvious sign of her beyond that. Looking more closely, Starfall managed to spot a faint trail of hoofsteps heading towards the cliffs, causing him to turn his gaze in that direction.

It was there that Starfall finally spotted the filly, galloping up a stairway built into the cliffs that lead back up to the top, as one of many access points between the beach, and the roadway up on the cliff-top. Now that she was safe from immediate danger, the filly obviously wanted to head up there to try and find her family...if they were still alive.

Starfall made to fly up after her, but spreading his wings was enough to agitate his strained left limb. Realising flight would be an agonising, and potentially dangerous effort right now, he decided against following after the filly. She had gotten too far ahead of him for him to be able to catch up to her now, especially with how exhausted he felt, now the adrenaline rush of the danger was starting to wear off.

Remembering that his family had agreed to head north a few miles to wait the disaster out. He turned and started to limp up the beach, towards where he figured his family would have retreated. Even if they had noticed him turning back, he doubted any of them would have risked waiting for him. Hunter didn't care enough about him, and his parents had to look out for Hunter, and each other. He had made his choice, and nopony, especially not his family, were going to wait and see whether he had survived or not when the rest of their survival was still not a certainty.

But as Starfall started the long, slow trek towards their designated meeting place, he looked back over his shoulder at the loud rumbling, crashing sound, freezing in place and watching in total horror as the last part of his vision finally came true, the cratered, broken section of cliff-side holding the shattered remains of Stratos Crossing finally crumbling, breaking away from the cliff and collapsing into the ocean, Starfall left feeling like his heart had just suffered the same fate as the cliff.

His home, along with everything both he and his family had owned, had just disappeared, along with the lives of possibly hundreds of ponies...all falling into the ocean, along with what had, until just a few minutes ago, been one of Equestria's biggest success stories in cultural relations. A part of Starfall knew all of Equestria was going to rocked by this disaster in some way...but right now, he could only sit down and let the tears that had been building up without his knowledge finally stream down his face as he realised his entire livelihood was gone...never to be recovered. From this day forward, he knew his life would never, ever be the same.


	33. Chapter 33: Healing Old Wounds

****_**Author's Notes:** Wowee! After a few slow days, in which I was starting to worry my inspiration was on the way out, I've gone on an insane 2,600 word spree today to have the chapter finished and ready!_

_And it seems it's a very good thing, too, as last chapter has left a lot of confused readers. Good news to all those who can't make heads or tails of the behavior of a few characters, this chapter should answer and explain all those issues, which I assure you was not an accident! And that's all I'm really going to say for today, since this chapter is a pretty big, important one!_

_On that note, this chapter is also a pleasant milestone, as with this chapter, Magic in the Stars has surpassed the 100,000 word mark! So with this milestone, may I once again thank everyone who has read, reviewed, faved and alerted this story! I most likely wouldn't have made it this far without your encouragement and support! Another big thank you must go to "DiamondGirl400". She once again was unavailable to beta this chapter, and likely will not be betaing any more of this story, but her earlier efforts have been a tremendous help!_

_And with the usual gratitude and happiness over and done with, I have nothing more to add this time around. Go read and get some answers that have been a long time coming!_

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><p><strong>Chapter 33<strong>

**Healing Old Wounds**

The memory of the pain, horror, and plain helplessness that had plagued Starfall in his moments directly after witnessing the destruction of the town he had come to love proved to painful for him to continue his recollection, Starfall finally bringing his story to an end.

He turned his head away from Princess Luna, having seen her open-mouthed shock at his story, burying his face in his hooves once more as he felt the tears flow, and the sobs start up once more, the emotions all coming back to him. The horror of seeing the ruins of what was once his home, and home to hundreds of other ponies, now destroyed, much of it lost to the sea. The worry for all those that had escaped, himself and his family included...and how they were going to recover from this, their livelihoods all simply gone.

But for him, the worst part was the guilt. That nauseating feeling in his stomach that always reminded him of those that had died...those he had failed to save. He had let down so many ponies, and their families, the ones that had survived, and been forced to go on without a loved one. Those were the worst, for him, the deaths that continued to haunt survivors to this day...and the ones that continued to haunt and torment his own mind.

He knew he could have done so much more...that Cosmo and his family were justified in their hatred of him. That was why he never talked about his past, and why he had, until recently, avoided getting close to anypony, forging friendships. Because he could not face his past, and the pony he had been. He had sworn to himself that he would never fail anypony like he had with Stratos Crossing, ever again. But even so, the guilt continued to plague him, forcing him to hold himself back, to keep his friend at as large a distance as possible, so that should something happen to ruin their friendship, he would not be left as broken and devastated as he was when Cosmo had abandoned him...and his family had all-but disowned him.

But he had let his guard down after meeting Princess Luna. He had close friends in not only the Princess herself, but also in Twilight Sparkle and Derpy Hooves, friends who were sure to see him as some kind of monster after hearing about this. Already, he expected that, once the Princess of the Night put the facts of his story together, and read between the lines, that she would leave him to wallow in his misery.

His assumption on Luna's reaction meant he was incredibly surprised when he felt a gentle touch on his shoulder. Looking up from his hooves, he gave the Princess a stunned look. After what he had told her about the destruction of Stratos Crossing, she was still trying to comfort him? Getting his sobs under control enough to at least speak, he tried to voice his confusion. "Luna...?"

The Princess quickly cut over him, though, her voice surprisingly soft and gentle. His story seemed to have moved her, even though she did not seem to be tearing up. "Starfall...our sister had informed us of the fate of Stratos Crossing when we had returned to Equestria. But we never imagined the destruction thou hast described to us...and we were never aware thy family hailed from the lost city."

Starfall nodded softly, once more turning away to bury his head in his hooves, now just needing to get these long-suppressed emotions out of his system. He had kept all this guilt and hurt buried for four years now, and now that it had found an opportunity to escape, it took it all too eagerly, leaving Starfall unable to do anything except cry himself out.

Princess Luna was not quite done speaking, though. In recognition of Starfall's fragile state, however, she refrained from getting him to look at her this time around. "I am afraid we do not understand a few things, however," he said, Starfall making no real response to this. His ears had raised slightly, showing he was paying attention, and the Princess seemed to notice, as she kept speaking. "The behaviour of thy family and this friend of thine...Cosmo...we fear we do not understand it," she said, finally succeeding in getting Starfall's full attention.

When he looked up at her, though, he grimaced at Luna's surprised pause...he knew he must look as horrible as he felt. All the crying had left his eyes red and puffy, and his mane was once more a tangled mess, the fur on his face stained with tear marks and splotches. None of that could hide his confusion, however. "I...what do you mean, Luna?" he asked, his voice quiet, still shaking with partially-suppressed sobs.

Luna sighed. "When our sister spoke of the disaster, she had always emphasised how much of a miracle it had been that so many had evacuated in time to survive the destruction. She had mentioned that there had been rumours of somepony warning the town ahead of time, but nopony had ever been able to prove them, so it just faded away in the drama of the disaster."

The Princess paused, giving Starfall an odd look...seeming about as impressed as the young stallion had ever seen her. "We...we never believed thou were that mysterious soothsayer. We believe it makes sense, however," she added, making Starfall look at her curiously, compelling her to continue. "With thy ability to read the stars and heavenly bodies...and the power within them, it is not unreasonable for thou to be able to sense calamity from the heavens, as well...especially that which involves these 'falling stars'," she explained, giving Starfall what seemed to be a proud look.

Starfall quickly caught on, nodding softly in pained agreement. Luna's reasoning made sense...they had established early in his lessons that Starfall's abilities were not limited to the stars. He seemed to possess a unique sensitivity to many forms of cosmic energy, magic being one of the most potent energies out there, making it the easiest to read. His sensitivity seemed to be particularly attuned to the stars, hence why he had a poorer understanding of the planets, and why cosmic calamities...such as the disaster at Stratos Crossing...never really gave him a clear warning until the very last minute.

But even if he finally had an explanation and reason for his forewarnings, and the vague dreams and visions, it still did not lessen the pain and guilt of what happened. This added layer of hindsight only added to his guilt, showing him what now seemed so openly obvious, but he had been too young, thick, and anxious to pick up on at the time.

Starfall's confusion at Luna's earlier comments still remained, however, and Luna quickly picked up where she had left off. "But what we are confused about, Starfall, is that, for all thy effort to save the town, and all the ponies, thy family and friends appear to have blamed thee for the disaster. We cannot fathom how they have reached this conclusion," she finally admitted, looking pointedly at Starfall, figuring the stallion at the centre of the chaos and drama would have an explanation that would satisfy her.

Starfall, for his part, just seemed to grow even more upset, the shaking, shuddering sobs coming back with a ferocity that surprised even him, as he tried to speak between. "I...you can't see it?" he asked, getting a confused shake of the head from the Princess of the Night. The pegasus once more broke eye contact, too ashamed of himself to even look in Luna's direction as he reluctantly tried to explain it her.

"I...I messed it up, Luna," he admitted softly, his voice sounding so small and weak, as he finally released all his pent-up guilt. "I knew those meteors were coming a week before they arrived...I had a whole week to warn everypony, to get the town clear. It was more than enough time, and yet...ponies still died."

Now that the reasoning at the heart of his guilt and sorrow was out, the words just spilled from Starfall's mouth, a confession he had been holding back for four years finally getting dragged from the darkest corners of his heart, and out into the open. "I was so selfish...I worried that if I pressed too hard, I'd be branded insane or a laughing stock, so I didn't try as hard as I should have to convince the townsponies."

He buried his head in his hooves again, trying to hide the tears as they started to stream down his face. He did not want Luna to see him like this...reduced to a sobbing, worthless wreck as he confessed his darkest secrets to her, the guilt and shame that burned at his very soul for years.

Hiding his face did not mean he could hide himself from the Princess physically, however, as her puzzled voice once more reached his ears. "Thou art making no sense, Starfall. By thy own words, thou tried, day after day, to inform the mayor and their advisors of thy fears, and they ignored thy words!"

The way Luna was rising to his defence...against himself, no less...surprised Starfall somewhat. The bigger shock, though, was the indignant tone she put on when she mentioned the way the town officials had just ignored all his warnings. Almost as if, despite this incident happening nearly four years ago, she was insulted that they would ignore her personal student.

Starfall sighed. Her reasoning was partially expected...he had thought much the same way until a couple of years back. But now, with four years of further life experience and hindsight, he could see the issue from their point of view to some extent. "Princess, to them, I was just a lunatic raving about the end of the world," he explained softly, still not looking up. "If I just stopped and thought about it...I mean, I didn't even consider showing them what I was actually observing until it was too late. There was so much I should have done, that I was either too scared or too stupid to do." He started to let his self-anger at his own stupidity bubble up in those last few words, before his voice went quiet again, back to the shamed self-depreciation of before.

"I had a chance to save so many...and I blew it. When Cosmo and my family found out that I'd known it was coming a week before it happened, and had done nothing to stop it..." he paused, not wanting to relive those confrontations. Both had been painful fights that taken Starfall's fragile heart and smashed it into a million pieces. "They thought, because of how long it had taken me to finally do something...they thought that I had caused the meteor shower somehow...that I wanted all those deaths on my hooves."

He never raised his head, but he heard no sound from Luna, and figured she had gone silent, finally understanding why his friends and family had all turned on him in the wake of the disaster. "I've never been able to convince them otherwise. They remain somewhat civil because they can't prove I intended this to happen, but that doesn't stop them from believing it, and it doesn't chance the fact that their reasoning is right...I didn't do enough, and ponies died because of it."

As Starfall threatened to fall into another sobbing fit, Luna finally voiced another objection she had to his reasoning. "But...what about thy courageous effort to save the young filly from mortal peril, at risk of your own life?" she asked, sounding both confused, and somewhat admiring of his actions, though he didn't see it as such.

"I wasn't all that heroic, Luna," he said softly. He looked back on that moment many time, and as much as he tried to see himself as a hero, he just couldn't...not after everything else he had done wrong. "I got her out before disaster could truly strike...if I had thought saving her would come with a high chance of death, I would have left her behind. I only did it because I reasoned there was still enough time," he explained, being totally honest with her.

It was true...despite how close he had cut it, he had gotten that filly away from town before the disaster had actually hit, and had he thought he would be cutting it any closer than he had, he would have left that filly to die. As much as he hated to admit it, he was not a hero, and self-preservation would always come before the desire to help others if the situation was dangerous to a lethal level.

Luna, however, did not seem to believe his words. "Thou art vastly understating thy actions that day. Thou returned to a dangerous scene, at risk of thy own safety, to rescue a scared little filly who would have certainly perished without thy intervention," she assured him, a note of pride in her voice. "Even if thy own desire was to avoid making a scene over this act, surely the young filly would have spoken of it to somepony?" she asked, clearly confused as to why Starfall's brave act had not become the heart-warming story the townsponies had desperately needed in the wake of that disaster.

Starfall, however, shook his head. "She was scared, and fled as soon as we were safe. I doubt she even remembers much of that day, let alone what I looked like. I just hope her family made it out, and they found each other," he added. He did not know if his guilt could take a hit like that, finding out he had saved a filly, only to leave her an orphan by his earlier inaction.

For a few moments, Starfall was silence, waiting for Luna to say something else. When no more words were forthcoming, he guessed she had ran out of objections, finally understanding the full depth of his guilt and sorrow, and why those he cared about had deserted him after that day. It had been so hard for him, picking up the pieces after that disaster. His family had all-but disowned, and with no friends to lean on for support...or even an encouraging word or two, it had taken Starfall a long time to pick up the shattered remains of his life, finally finding a meagre job in a small cloud town, earning enough of a living to finally have a stable place to stay, even if he was living in relative poverty at the time.

It had been four years of struggle, uncertainty, just surviving from day to day, never really living...and Starfall felt he had deserved every second of it. Now, his life seemed to have finally turned around for the better...only for his past to come back to haunt him. Starfall's guilt was extensive, but as he buried his head into the couch he had collapsed on, he wondered for how much longer he would have to endure this punishment?

His crying almost mean he missed Princess Luna speak up again, only just catching her words as she spoke...this time with more hesitancy...and a lot less certainty. "Starfall..." For a few moments, she was silent, seemingly weighing what she wanted to say, Starfall trying to stifle his sobs long enough to at least listen to her. He did pause as he once more felt her hoof's gentle touch on his shoulder, waiting for her words as silently as his distressed state could manage.

"Starfall, have...have you been carrying all this for four years?" Her words did the trick, Starfall's head shooting up from his hooves to look at Luna in shock. It was not the question itself, rather her word usage that had him stunned. He had taught her about modern language structure some weeks ago, before they had even come to Ponyville, but Luna, while studying and understanding how modern speech worked, had not gone out of her way to use it, seeming to prefer her own, archaic style immensely. So why was she switching to more modern and...normal...speech patterns now?

Before Starfall could really work this bizarre piece of behaviour out, Luna continued, obviously not done. "All this pain. All this sorrow. All this guilt and shame. You never let go, did you? Have you ever confided any of this to anypony?" she asked, her continued use of modern speech almost distracting Starfall from the question.

He did eventually get his brain back in gear, though, shaking his head softly. "You're the first pony I've ever talked about this, too, Luna..." he admitted slowly, once more averting his gaze. "There...there was never anypony else I could talk to, before we met. And since then, well...I guess I just got used to avoiding that day," he explained, blinking as more tears threatened to fall. Surely he had cried himself out by now?

Before he could fully get himself under control, though, he felt another hoof on his chin, reluctantly turning as the Princess turned his head so she could look directly at him. He was surprised to not that though her expression was hard, clearly about to say something she felt was important, there was a clear pain in her eyes, a sorrow that took the hard edge off her expression. He blinked in surprise as he realise her pain was for him...she cared about him enough that his pain was hurting her, as well.

The subtle, unspoken gesture moved the young pegasus, but before he could respond to her show of support, she spoke up again, her voice firm, but strangely tender as well. "Listen to me Starfall. I know you are probably curious about my use of modern speech, but I want to make sure that you have no doubts about what I am about to tell you," she said, answering Starfall's unspoken question about her word choice in the last minute. It had it's intended effect, though, Starfall's ears raising slightly, turning towards her as he nodded slowly, showing that he was paying attention.

"Starfall...what happened at Stratos Crossing all those years ago...there was nothing more you could have done," she finally, making Starfall blink, looking at her in confusion. She quickly cut off any attempt he might have made to protest, however. "You had made a distressing discovery, and made every effort to warn the town before disaster struck. That those officials refused to listen is not your fault, Starfall. They could have looked to the heavens and seen the disaster for themselves, but didn't."

Starfall struggled to believe what he was hearing. Luna, the Princess of the Night and one of Equestria's most important figures, behind only her older sister, was not only defending his actions, but openly condemning the inaction of those he tried to warn? Her passionate defence of his actions left him speechless for several seconds, during which Luna kept speaking, seeing the lingering doubt that must have been obvious in his face.

"Ponies died...there's no point denying that, but Starfall, the entire town, yourself included, would have died had you not seen the disaster coming. That ponies didn't heed your warning until the last moment is not your fault. Your actions saved not just that little filly, and not just your family, but the lives of hundreds of ponies that would otherwise be dead."

Luna's words held such conviction, and such pride in Starfall, that the yellow pegasus in question had no idea how to respond. Her belief in him, and what he had done, was threatening to make him break down all over him, even as he tried to protest. "But, Luna..."

"But nothing, Starfall," Luna's reply was firm, but not harsh, even if it was still enough to make him quiet down. "You have taken responsibility for the lives lost in that disaster for four years, now. A guilt and sorrow that is not yours to bear. Did you call those meteors down, Starfall? Did you want all those ponies to ignore your warnings?" she asked, pausing and staring at him intently, waiting for Starfall to give a soft shake of his head before continuing. "Of course not. We have known each other for some time, now, Starfall...I know you would never see a town destroyed, or ponies killed like that if you could help it."

Luna's word continued to batter at Starfall's fragile emotion, leaving him shaking as the Princess' hooves kept his gaze locked with hers, despite his wish to just turn away and cry himself out again. Her words were getting through to him, though, the young stallion practically feeling the weight of four years of guilt starting to life as her words got through to him. He had made an effort well beyond what most other ponies would have done in a similar situation. It was not about the lives that had been lost...it was about the hundreds he had saved, hundreds of ponies that had a second chance because he had seen calamity coming and warned them in time, even if only just.

The Princess seemed to realise Starfall's emotions were about to come crashing down around him again, and took a step the not only staggered Starfall beyond anything else that day, it also broke the floodgates of his emotions. Luna's hooves left his face, only to instead wrap around as she gently dragged him off the couch he had sulked on since returning from his unfortunate reunion with Star Hunter, only to lean into him in an unmistakable hug once he was standing on his own four hooves.

"Starfall, we should always grieve for those lost in disasters such as these," she said softly into his ear, as the pegasus got over the shock of realising that Luna, the distant and mysterious Princess of the Night, was actually hugging him, trying to comfort him, and finally just buried his face into her shoulder, his own hooves holding her shoulder as he cried into her fur, completely releasing four years worth of pent-up emotions. "But we also need to move on. Your guilt and shame is unhealthy, and unjustified, Starfall...just let it go. It's time to put this behind you..."

From that point, Luna's soft words of comfort were lost to Starfall's ears, though he continued feeling the effects, drawing comfort and contentment he had not felt for a long, long as she held him, quietly comforting and watching over him as he began the process of mending an old, old wound in his psyche. He knew, deep inside himself, that this was what he had been looking for...a chance to put this horrific part of his past behind him at long last, and finally start looking towards the future...a future that now looked much, much brighter.


	34. Chapter 34: Fun and Games

****_**Author's Notes:** And here it is at long last! Chapter 34 is finally here! I am terribly sorry for the delay, but various things, mostly a dead inspiration, kept me from this fan fiction. And I am afraid the future is not much brighter. I intend on taking part in NaNoWriMo, a yearly writing contest held in November involving writing a 50,000 word novel in the 30 days of November. Since I have already started Magic in the Stars, any work on this project would not count, so I've had to come up with a new, original idea. As such, I will likely be focusing on that over November, meaning Magic will get little, if any attention starting November 1st. I'll do what I can to get something done, but I would expect Chapter 35 until December now, and I'm sorry for leaving you all waiting so long for this chapter!_

_The sheer number of reviews left behind during my unintentional hiatus has staggered me, as has been the amount of praise left in those reviews. Seriously, it's really touching to see the amount of support you are all offering, and I can't thank you all enough for it! For all those worried about the story being cancelled, rest assured I fully intend to see this all the way through to completion. I am hoping that Season 3 reignites my inspiration so that, come December, the chapters will once more start flowing at a much more regular pace. but as usual, no promises...even I don't know what my inspiration gets up to most of the time!_

_So without any further ado, here's the next part of Magic in the Stars! Enjoy!_

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><p><strong>Chapter 34<strong>

**Fun and Games**

Despite how horrible Starfall's day had been at the time, not even he could deny the affect finally speaking about his past to Luna was having on the way he felt, and the way he carried himself. With the massive burden on his soul lifted, if not quite gone entirely...he doubted anything would totally ease the pain of remembering those he had not been able to save...his guilt and sorrow were no longer dragging him and his life down, and he felt happier in recent days than he had since the destruction of Stratos Crossing.

He knew that he would never forget the event, and that parts of it would likely continue to haunt him for a long time. But thanks to Luna's gestures and words of comfort, he was finally beginning to move on from it, to accept that he had done all that he could to save as many lives as possible, which was far more than society could have asked of him. A town had been destroyed, and dozens of ponies killed, but hundreds more would be dead if not for his desperate acts, and now had a second chance. Now that he could see the situation in that light, he could feel some small pride in what he had done, and continue with his life with a bit more optimism.

But it was not an overnight healing process, and Starfall was still feeling the effects of his emotional day. He had been rather jumpy and temperamental during the last couple of days, though as word of his tale spread from Luna to Twilight and his other friends, he did his best to keep his patience with them...they were only showing their care and worry for him, after all.

All of them, including Twilight's circle of friends, had been understanding of his troubles, and entirely supportive of his actions all those years ago. They all believed he did the right thing, and was in no way to blame for either the disaster, or the deaths of those ponies that had not escaped. Twilight had intended on writing to Princess Celestia to give her the details, but Starfall had pleaded with her to keep it quiet, at least until he was ready to talk about it himself. The studious unicorn eventually let him have it his way, but had argued the matter for some time before relenting to his wishes.

Starfall was glad she would at least respect his desire for privacy over the matter. No matter what everypony among his growing circle of friends said, he still believed he was no hero of saviour, and did not want to treated as such if word ever started to spread. Besides, there was no telling what his family, or Cosmo would say or do if he went public with the story of Stratos Crossing. He was happy enough having friends that had listened, understood, and supported him. They knew his deepest secret, and still thought he was a good stallion, which allowed him to start truly enjoying their friendship now, knowing he had no more secrets to keep from them.

Things between him and Luna had reached and odd sort of awkwardness, however. The Princess had displayed an usual amount of care and affection towards him, and displayed it rather openly, as well. At the time, neither of them had really thought about it; Starfall had desperately needed somepony to comfort him, and Luna had found something deep inside her that allowed her to be the shoulder for him to cry on.

Now, however, while their friendship was still as strong and close as ever, a sort of awkwardness had seeped into it, and neither Starfall nor the Princess seemed to know how to approach it. Starfall, however, knew what was causing the awkwardness on his side. Once he had gotten his emotions all drained out of his system, and Luna had left him to recover for the night, he realised how close he had been to her...she had actually held him in her hooves, and he had held her back, without any protest from either of them.

Starfall's crush had naturally tried to rear itself up again, leaving him wondering if perhaps it was possible the Princess might be starting to consider something beyond friendship with him. She had certainly shown a level of affection that day that he had never seen her display, either to him or to anypony else, even her older sister. But he beat it back down before it could become a problem. He had learned his lesson the hard way once already...Princess Luna was not interested in any sort of romance with him, and likely did not have her sights set on any stallion at all. So he had forced his growing infatuation with the Princess back down, as always, and put it out of his mind, certain that Luna was still not interested in him, and never would be interested in him in any romantic sense.

But that still left him puzzled over why she seemed to be behaving awkwardly in the wake of that day, as well. She seemed to have trouble meeting his gaze too much these days, their latest lessons having a slightly awkward strain to them as both of them sought to avoid the source of their awkwardness. In the end, Starfall had placed her awkwardness down to her unfamiliarity with showing affection, and as such being a little unsure how to proceed now that she had shown the depth of her friendship towards Starfall in a physical act. But since it was only a theory, Starfall really had no choice but the put it down as one of the unsolvable mysteries of his life, and simply let it go.

Besides, right now, the young stallion had to focus, because he was about to do something he was sure he was going to regret by the end of the day...even if Rainbow Dash had gotten a promise out of him. During his time in Ponyville, he had heard enough about Dash to know that she was easily Ponyville's fastest, most agile flier, and that a race against her was only ever going to end one way unless you had the speed and endurance of a Wonderbolt, neither of which Starfall was even close to possessing.

But during he his tour of Ponyville, he had promised her a race, and he was not about to back out of it now...even if it seemed like a pointless exercise in humiliation now. He just had to hope that he put up some kind of challenge to Rainbow Dash, even if his approximate wing power left him less than hopeful in any way. He was not a strong flier, and definitely not a fast flier, which left him at a huge disadvantage in a race, especially against an experienced, talented flier like Dash was.

But as he trotted out towards the town square, where Dash had asked him to meet her today for the race, he was glad she was at least being sympathetic to his recent troubles. He really was supposed to have kept his promise to her a few days ago, but once the daredevil mare had learned of what had happened that day his past had finally come to light, she had backed down, and given him a few more days to recover. Despite the brash, arrogant way she carried herself, she hid a soft, considerate pegasus underneath the hard shell, and Starfall was grateful she was willing to wait, even if she had mentioned that she would not accept any more excuses next time.

As the town square finally came into view, Starfall froze, not expecting the sight that greeted him. Not only had word spread that today was the day Rainbow Dash raced the new pegasus in town, but the event was obviously something the town was interested in, as it appeared at least half the town had turned up to watch, ponies of all types, colours and ages milling about the square, chatting amongst themselves and generally looking excited for the start of what Ponyville seemed to regard as an interesting event.'

Starfall's nerves increased ten-fold at this startling development. Having to race the fastest pegasus in Ponyville was bad enough...but to do so in front of a crowd? Starfall knew he very easily succumbed to stage fright, and was not afraid to admit it, either. This race just got a lot more problematic for him...and it had not even started, yet!

Before he could fully considered backing out, though, somepony within the crowd recognised, waving at him. "Starfall, over here!" Looking over, Starfall quickly spotted the lavender unicorn, Twilight, trying to get his attention. Sighing, knowing he could not really back out of it now, he trudged in her direction, trying to hide his reluctance as much as possible.

Twilight greeted him with a wide grin once he reached her side, giving him a friendly nudge. "So, you ready for the big race?" she asked, Starfall sighing nervously, but managing a nod...his lack of enthusiasm easy to spot for the studious unicorn. "Don't be so nervous, Starfall. It's just for fun, everypony here knows that," she added encouragingly, though Starfall wasn't feeling much relief from it.

Even if it was just fun and games, Starfall knew that more than a few ponies would be judging him based on his flying ability...especially pegusi. While their society had made great leaps and bounds in getting rid of many of their more archaic traditions and beliefs, flying was still an integral part of any pegusi's life. A pegasus who was a weak flier or, heaven forbid, could not fly at all, was often treated as second-class by some parts of their society, even though such elitism was generally frowned upon these days.

Even if it was unethical, it was still practised by some more traditionalist or old-fashioned pegusi, Starfall's family included, and Starfall knew there would be a few of them in the crowd today...especially if Star Hunter was watching. The yellow stallion doubted that last part, though. Star Hunter had made it explicitly clear that he wanted nothing to do with him, and so having the older pegasus turn up for this would be hypocritical, and completely out of character for his brother.

Twilight seemed to notice that her attempt to cheer him up had been less than successful, so tried again. "Hey, come on, Starfall, it'll be fun. The whole town's cheering for you, mostly," she said, wrapping a hoof around his shoulder and giving him a small shake. "Rainbow Dash has never been beaten by anypony, even when she's changed the rules in the challenger's favour, so everypony here wants to see her lose for a change," she added with a grin. "I mean, I'm her friend, and even I think her ego needs to be taken down a notch or two," she added, the last comment finally coaxing a small smile out of the nervous pegasus.

"That's the spirit!" Twilight cried, clapping him across the shoulder once more. "It doesn't matter who wins, as long as you do your best. Who knows, you might be better than even you think," she added, before looking over as the crowd's murmuring seemed to get louder off closer to the unofficial start line. "Come on, Starfall, I think Rainbow's finally here."

As Starfall followed Twilight towards the starting area, he let her words soak in, admitting that she did have a point. Big events like a race did have a way of pushing you to, and sometimes beyond, your perceived limits better than any wing power test or self-motivation could. He still thought he had absolutely zero chance of winning, but if he did a moderately good job, then he thought he could live with that without too much shame and humiliation. Considering how shameful he had felt of some previous actions until recently, he sheepishly admitted to himself that he was probably being a little bit precious now.

But as he reached the starting area, the gathered crowd parting as he approached to let him through, he paused, his nerves quickly returning in full force. Rainbow Dash had indeed arrived, and was certainly taking the attention the race was drawing in her stride, strutting around theatrically like this was the annual Iron Pony Championship final, and she was the running favourite.

It was obvious that she was completely at home in the spotlight, and supremely confident in her ability to win this little contest...a confidence Starfall personally thought was more than justified. He knew he himself had very little confidence in his own ability in this race. Dash's proud strutting was only making the certainly of defeat feel even more guaranteed in his mind

Beside him, Starfall could hear Twilight give an exasperated sigh, the way she shook her head indicating that excessive display of pride, confidence and theatrics by the rainbow pegasus was a common occurrence...probably too common, in Twilight's opinion. "Rainbow, come on, stop that," the unicorn scolded her friend, making Rainbow pause, staring at her incredulously. "This is supposed to be a friendly race, and you're making Starfall nervous," she added, making the pegasus stallion duck his head self-consciously, trying not to draw attention to himself as Twilight put him on the spotlight, practically feeling several sets of eyes swivel to look at him.

Out of his lowered sight-line, Starfall heard Rainbow Dash give a long-suffering sigh, clearly having heard this kind of reprimand before, before he heard her coming up to him. "Hey, come on, Starfall, it's all in good fun, right?" she asked, making him look up at her for a moment. "I'm just having a bit of fun, so don't be nervous. I'm sure you'll do fine! Besides, it's the first time I'll be racing somepony I've never seen fly, before. Just do your best and have fun!"

Starfall wasn't really feeling any better...if anything, he only felt even more nervous at their various attempts to calm him. He decided against admitting as much, though, just giving a small nod. "I know...I guess I just wasn't expecting the crowd, that's all," he said softly. "I thought this would just be a private thing..."

Rainbow Dash smirked at him. "Ah, don't worry about it...it just means most of Ponyville wants to see how you fly! Enjoy the spotlight shining on you...it's what I do!" the young mare obviously loved having the crowd here for this race, and while Starfall tried to see her side of things, he just could not do it.

He was always an introverted, private person, so having a large crowd gathered for this event, likely to watch him humiliate himself, was never going to help his nerves or fears one bit. Still, Rainbow Dash was making her way to the start line, obviously wanting to get started. At a small, encouraging nod from Twilight, Starfall sighed and reluctantly followed.

As he moved to the start line, he raised his eyes and looked around, scanning the crowd for familiar faces...or at least one face in particular. The vast majority of ponies he did not recognise, though he could tell almost all of them for locals from Ponyville. Rarity, Fluttershy and Applejack were all standing near the start line, all smiling and cheering as Twilight trotted over to join them, though there was no sign of Pinkie Pie as of yet. Starfall managed a small smile when he saw Derpy Hooves hovering above the crowd nearby, the cross-eyed mare catching his gaze, giving him a cheery smile and wave, one he hesitantly returned.

But there was no sign of Princess Luna, the one face he really did want to see. He knew that she was likely either sleeping, or catching up on her royal responsibilities, but some part of him still wished she could have come to cheer him on, or at least provide encouragement.

"Fillies and gentlecolts!" the sudden, amplified voice made Starfall jump slightly, instantly turned his gaze upward, where the voice seemed to be coming from. There, up in the sky a short distance above the start line, was a small hot air balloon, with two figures inside it. The first, looking down on the crowd with her usual hyperactive, excited look, was Pinkie Pie...but she was not the one speaking.

The voice instead belonged to a small, purple and green figure holding a megaphone in his claws...the small, scaled creature could only be Twilight's baby dragon assistant, Spike, who continued his amplified call to the crowd. "Today sees the speedy pegasus Rainbow Dash once more defend her title of Ponyville's Fastest Pegasus!" At the mention of Rainbow Dash, the gathered crowd gave a loud, enthusiastic cheer...Twilight and her friends cheering particularly enthusiastically.

Once the crowd had calmed down enough for Spike to be heard once more, he continued on, clearly a very enthusiastic announcer. "Her latest challenger is a young stallion from Canterlot, Starfall!" Again, another cheer went up, though this one was much more scattered, more polite than excited. Derpy was the loudest, cheering without a care for the weird looks she was getting from others around her. Twilight also gave a fairly enthusiastic cheer, along with her friends...but it was still clear their stronger friendship with Rainbow Dash was winning out.

Once again, Spike continued once the crowd had quietened down a little. "Today's race is a simple flight, taking the two pegusi from Ponyville Town Square, out to the barn of Sweet Apple Acres, before swinging around to Fluttershy's Cottage on the fringes of the Everfree Forest, then back into town to finish right here! But Rainbow Dash has requested that, in the spirit of a close competition, that the rules be slightly altered from normal."

This development made Starfall pause, glancing over at Rainbow Dash, before looking back up at Spike. What had Dash done? He did not have to wait long to get the answer from the draconian announcer. "Rainbow Dash has allowed that, while she will fly two laps of the course, Starfall will only need to fly one!" This generated some curious murmurs and odd looks from the crowd...even Starfall was caught off-guard. Was this a display of supreme confidence on Dash's part? Or was she really just trying to give Starfall a fighting chance where he previously had none?

In the end, Starfall came to the conclusion that it was likely a bit of both, but did not dwell on it, focusing as Spike continued on once he felt the crowd had been given enough time to let this handicap sink in. "So there you have it! I hand the loudspeaker over to Pinkie Pie for the race commentary, and say good luck to both ponies!" With his little speech over, Spike handed the megaphone over to the hyperactive pink pony, Starfall stifling a grimace...if Pinkie Pie was going to provide running commentary, then things were bound to get interesting, even without any race drama.

The moment Pinkie had the megaphone in her hooves, her motor-mouth was off without any preamble. "Okie-Dokie-Lokie, Ponyville, let's get this show on the road...or clouds, in this case! Starfall, Rainbow Dash, are you ready!"

Rainbow gave a grin, winking in Pinkie's direction. "I was born ready, Pinkie!" she called back, stepping up to the start line, crouching low to the ground, spreading her wings, clearly eager to get started.

Starfall gave one last nervous swallow, before moving up to the line beside Dash, adopting a similar pose to her, flicking his wings a little as he tried to settle his nerves. "Ready," he finally said, with a lot less conviction than the mare beside him had shown.

Pinkie grinned, actually leaning over the side of the balloon basket, watching them closely. "On your marks..." she called, both pegusi leaning down even further, Starfall feeling like a coiled spring, ready to snap and pounce at any moment.

"Get set..." Out of the corner of his eye, Starfall saw Rainbow Dash lick her lips, her expression, while never losing the smirk, adopting a much more serious, focused edge to it...her game face was on.

"Ready..." Starfall nearly leapt off at that, having expected the customary 'go' instead. He blinked and looked up at Pinkie Pie once he recovered from his near false start, noticing several other ponies doing the same.

"Steady..." It seemed Pinkie was up to her usual hijinks, and had all-but forgotten the actually race in her usual nature of just doing something totally random...though the way she was continue to stare at him and Dash suggested otherwise. The intensity of the stare was also starting to make Starfall nervous...just what was she doing?

"Freddy..." Now that it was obvious Pinkie was just being silly, Rainbow Dash finally to lose patience, groaning under her breath. Out of the corner of his eye, Starfall noticed Twilight and her friends all cover their ears, but was too late to do the same, himself, Dash's sudden outburst nearly blowing his eardrums out.

"PINKIE PIE!" The frustrated shout by the rainbow pegasus seemed to bring Pinkie Pie back to earth...figuratively, at least. The pink pony blinked, before looking around, seeming to realise that she was holding the race up.

"Oh, um, right. Sorry!" she called, before seeming to trip over herself in an effort to get things back on track, and Dash once more took up her ready pose, Starfall doing the same. "Okay...ThreeTwoOneGO!" And with that sudden, hurried countdown, the race was under way.


	35. Chapter 35: Ponyville Aerial Race

**_Author's Notes:_**_ Surprise, and happy Nightmare Night to all my readers! I know I said I would be gone for all on November...but it isn't November yet, and my inspiration was kind enough to calm down and let me finish the chapter just in time to give you some more fun to tide you over the next month!_**  
><strong>

_First, I'd like to thank all the support and encouragment my reviewers have left for me regarding NaNoWriMo. It's not a 'contest' per se, since the goal isn't to beat anyone else...it's a personal undertaking, done for your own sense of satisfaction, and to help develop and maintain my writing skills. But thank you to everyone...I'm sure your encouragement will spur me on if my inspiration ever starts to fail me over the course of the month._

_On that note, this is guaranteed to be my last post for a while. As I type these notes, thanks to the wonders of living in Australia, on the other side of the date line, it is well into the evening of Nightmare Night. In about 12 hours, I will be waking up and commencing my NaNoWriMo efforts, meaning Chapter 36 will most likely be arriving in early December, depending on how I feel after attempting to write 50,000 words in the space of one month._

_Once again, thank you to all my readers, reviewers, etc. Since I left you all on such a cliffhanger with the last chapter, I've decided to give you a break...meaning this chapter will resolve the race for you, even if the story as a whole is still not over just yet!_

_Now go on and read, and once again, a happy (and frightening) Nightmare Night to all!_

* * *

><p><strong>Chapter 35<strong>

**Ponyville Aerial Race**

Pinkie's sudden start to the race caught Starfall off-guard, his brain taking a few seconds to process what Pinkie's sudden flurry of hurried syllables actually meant. By the time he had actually figured it out, Dash's faster reflexes had already pieced it together, and in an instant, the rainbow mare was gone, already zipping off for Sweet Apple Acres.

"Hey!" Starfall yelled, inwardly cursing at his horrific start to a race that was already almost guaranteed to see him lose. Knowing he could not afford to waste any more time, he took off, putting everything he could into his wings in order to pick up speed as fast as possible. Every second Rainbow Dash flew, she got further and further ahead, and even if she had to do an extra lap, her blazing start proved Starfall was going to have to give it his all just to finish one lap by the time Dash completed her second.

"And they're off!" Pinkie Pie cried, Starfall catching her commentary as he set off. "And Rainbow Dash gets off to a blazing start, with Starfall lagging behind. That's not looking good for our latest challenger, but then everypony loves a come-from-behind race, don't we, Spike?

Starfall quickly shut the voices out, flying like his life depended on it, quickly gaining enough altitude to sail across the rooftops, before putting everything he had into making himself go as fast as he possibly could. Despite all his efforts, Starfall could feel his wings simply not providing enough power...he had never been a fast flier, and this event was not only proving it once more, but showing it off to an entire town.

Starfall could feel the blush creeping onto his cheeks as the embarrassment started to take hold of him...even so, he just kept on trying. He had gotten himself into this mess...now he had to just give it his all, and hoped he did okay. That was really the best he could hope for, now.

But even as his frenzied flying took him to the outskirts of Ponyville, close to Sweet Apple Acres, he saw a streak a colour shooting off nearby, gasping as he realised it was Rainbow Dash. She had already reached the barn, and was heading for the Everfree Forest...she had already done half a lap!

He had known Dash was fast, but what he was seeing now was beyond anything he could imagine...surely she must be faster than most of Wonderbolt team to pull such a time off? Realising he was letting his focus slip, Starfall shook his head clear and pressed on, distantly hearing more of Pinkie Pie's commentary, but tuning it out as he finally reached the sprawling apple orchards, heading straight for the barn.

A small group of ponies were waiting at the barn, and started pointing and cheering as they caught sight of Starfall. Most of the cheering was simply polite, but a few ponies seemed to be genuinely trying to urge him on. It seemed that some members of Ponyville were hoping to see Rainbow Dash beaten at her own game, that her overconfidence would finally come back to haunt her.

Even at this early stage of the race, Starfall could feel his body wearing out already...but he really wanted to give his best effort, spurring himself on mentally as he swung over the barn, aiming back towards the outskirts of town, and the Everfree Forest, willing his wings to simply keep beating, even though he could tell it was a futile effort...he was already slowing down, his wings aching from the effort he was forcing upon them.

But as he returned to Ponyville, soaring over the edge of town, his ears did briefly pick up a bit of Pinkie's commentary. "And as Starfall makes his way towards the Everfree Forest, Rainbow Dash finishes her first lap! It looks like Ponyville's star pegasus is on track to beat Starfall around again...even though they aren't racing on any tracks, and certainly aren't leaving any. Hmm..."

Starfall once more shut her voice out, alarmed...he was barely even halfway around, and Rainbow Dash was already going for her second lap! Part of him wondered how such speed was even possible, while the rest of him strained, pushing himself to his limit, trying for just a little more speed. His wings were positively screaming for a break, but he knew that as embarrassing as this race was at the moment, it would be nothing compared to how he would feel if he threw in the towel and handed Rainbow the victory without even finishing.

So he did he best to ignore the pain in his wing muscles, and pushed himself on, spotting Fluttershy's cottage coming up...the end of the second leg of the race. Possibly due to its proximity to the Everfree Forest, there was a smaller crowd set up there, but they still managed to give cheers and cries of encouragement that Starfall could not ignore as he flew over, now turning back towards Ponyville's town centre, knowing that he was silently praying for a miracle if he wanted to beat Rainbow Dash now.

As Starfall reunited with the fringes of Ponyville, Pinkie Pie's commentary finally gave him the small miracle he so desperately needed. "Oh, would you look at this, Ponyvillians! Rainbow Dash has taken the turn at Sweet Apple Acres too fast! She's going to lose some time for that, but this is still a neck-and-neck race!"

Despite his exhaustion, even over a relatively short race, the knowledge that Dash had made an error, even if it was a small one, gave him a new burst of energy. But even as the crowd grew bigger and louder the closer he got to Town Hall, he could feel it...it was not enough. He was so exhausted he was all-but falling out of the air, now...his wings barely able to keep him flying, let alone manage any kind of speed.

Spike, obvious co-commentating with Pinkie, seemed to have noticed this as well. "Hold on to your hat, Pinkie! It looks like, despite Rainbow Dash's error, that Starfall has simply run out of wings! Has he run his race?"

"What? Don't be silly, Spike, I don't have a hat on!" Pinkie replied, in her usual random fashion. "And Starfall's still got two wings, see? On his back!"

Ignoring the two of them once more, Starfall looked up, able to see Town Hall in the distance, and the massive crowd gathered there, Twilight and her friends all standing right by the finish line, waiting for them. The crowd was already cheering hysterically, but Starfall could hear something else over the cheers and the wind in his ears...the distinctive sound of another fast-moving pegasus, somewhere behind him.

He risked a glance over his shoulder, and confirmed what he already knew from the sound...Rainbow Dash had recovered from her setback, reached Fluttershy's cottage, and was rapidly catching up with him. At this rate, he could see the results would be clear...it would be a close race, but Rainbow Dash would easily beat him there.

Turning his gaze forward once more, he tried to make one last effort, put in one last sprint for the finish line...but he knew it was already too late. He was exhausted, and had run the race of his life, but he was simply not good enough for this. Rainbow Dash was clearly a gifted, practised flier, and he was out of shape.

But even as his wings threatened to give out, so close to his goal, he spotted movement among the crowd near the finish line, making him look up, curious. He could see Twilight's little group, all cheering...though for whom, he could not tell. But the movement was located behind them, and the sight almost made Starfall stop in his tracks.

It was Luna...the Princess of the Night had actually come to watch, and though she was late, Starfall grimaced, realising that was probably a good thing. It meant she did not see the whole of his horrible performance, and only had to witness his inevitable defeat, as he continued to hear Rainbow Dash gaining on him.

He saw Twilight Luna lean over Twilight's shoulder, the two of them obviously speaking to each other over the shouting and cheering. Twilight seemed to say something to the Princess that got her attention, as her head suddenly snapped up, quickly looking for...and finding Starfall, still on approach, but just about ready to collapse, he was so exhausted.

For a brief moment, Starfall met Luna's gaze, and caught the look she was sending his way. It was hopeful, encouraging...she believed he still had a chance, even now. He even caught her saying something, and while he could not hear it...she was likely saying it under her breath, anyway...he read her lips well enough to figure it out.

"We believe in thee..."

It was only four unheard words, but coming from Luna, it had a greater effect than all the self-motivation and crowd cheering combined. He could not let her, of all ponies, down. Finding some last reserve of energy he wasn't aware of even existing before now, he forced his wings to once more comply with his wishes, putting on one last burst of speed, knowing Rainbow Dash was right behind him now.

"What's this?!" Spike's voice once more rang out, Starfall just barely picking up the commentary in his last, desperate attempt to prove himself to at least Luna. "I don't know how, but Starfall has found a way to put on one last burst of speed. This race is not over just yet, Pinkie!"

Starfall ignored the commentary, though, his entire focus locking in on the chequered banner in front of him, the finish line, flapping straight for it with absolutely everything he had. He was tempted to look over his shoulder and see where Rainbow Dash was, but resisted it, knowing the effort would slow him down, and likely see his whole effort end up being for nothing.

A few seconds later, he did not need to turn around to know where Dash was...he could hear her, right behind him, clearly just moments away from passing him. _No!_ He thought desperately. _Not now...not after all this!_ He tried to will himself to go just that little bit faster, knowing Luna was still there, still watching him...put he had already pushed himself far beyond his limit already. He just had no more to give.

As the finish line rapidly approached, Starfall's ears tracking Dash as she swung out to the side to pass him, the stallion made one last, desperate attempt to hold the lead, diving as low to the ground as he dared, using the dive to gain one last burst of speed, seeing Dash sail into his peripheral vision...

Suddenly, it was over. Starfall shot through under the finishing banner, his hooves all-but scraping the ground. From his own gaze, it was impossible for him to tell who had won...he had crossed the line beside Rainbow Dash, and could not tell who had been in front at the crucial moment.

As Rainbow Dash soared off ahead of him, clearly still travelling too fast to land immediately, Starfall pulled himself up at the space the crowd had cleared beyond the finish line, almost collapsing the moment his hooves touched the ground. It was only now, with the race over and done with, that he felt just how hard he had pushed himself. His mane was clinging to his face and neck, his fur shining with sweat. His wings were hurting so badly he did not even try to fold them back at his sides...not that he even had the energy to do even that much, he was fighting so hard just to stay standing. He had pushed himself so far he actually felt nauseous, glad he had decided to forego eating before the race...if he had, he probably would not have been able to keep it down now.

But it was over, and as Starfall gasped for breath, he silently vowed to himself two things. First, that he would never do anything like this ever again. And second, that he would find a way to starting working on his fitness and endurance when he found the time between his studies.

He was still gasping and panting when Rainbow Dash finally circled back around, landing beside him, once more appearing to stand a little taller as she glanced at the cheering crowds. "Wow! What a race, Starfall!" she cried, giving him a solid pat on the back, making him stagger, still too busy trying to get his breath to even reply. "Starfall, you okay?" she asked, realising he wasn't as jubilant, or even relieved, as he probably should have been.

It was at this point that the rest of her friends came over, Applejack being the first to comment. "I'll be darned, Starfall...I've never seen anypony come as close to beating Dash at her own game as ya did just then! Looks like ya raced your heart and soul out, too."

As the rest added their own agreements on Starfall's performance, Twilight and Fluttershy both seemed a bit more concerned, a burst of Twilight's magic seeing a glass of water appear in front of Starfall. "Here, Starfall, you look dead on your hooves. You shouldn't have pushed yourself so hard..."

Starfall gratefully took the water, all but inhaling the whole glass once he had enough breath back to actually take a drink at all. Still panting, he finally managed to speak. "Thanks...Twilight," he finally managed.

He paused, however, when Princess Luna approached the group, looking at him with an expression that, while subtle, confirmed she was also a bit worried about his condition. "It was foolish of thee to push thyself so hard, Starfall," she scolded gently, Starfall having the decency to flatten his ears sheepishly. "If thou were so exhausted, why keep trying, at the risk of injury or illness?" she asked.

Starfall looked up, hesitating for a brief moment. "I...I don't know..." in reality, he knew why he had made that last burst of speed at the end...Luna herself. She believed in his abilities...and there was no way he was going her faith in him down, no matter how bad he felt afterwards.

There was no way he could admit that, though...part of his attempt to prove himself to her had to be attributed to his lingering crush on her. As much as it troubled him to even admit it to himself, he had pushed himself so far because he wanted to prove himself to Luna. But he had made a promise to let it go, and while his conscious mind had already, his subconscious seemed to have remained desperate for Luna's affection.

In the end, Starfall had to cover. "I guess I just got lost in the moment of it, really...didn't realise how hard I was pushing myself until it was all over..." he said softly, letting his slight sense of guilt for making them all worry seep into his tone. He hoped it would be enough to cover his little lie.

Rainbow Dash actually saved the day for him, by not even bothering to question it. "Ahh, don't worry about it, Starfall," she replied. "It happens. You'll be fine tomorrow, trust me." Her attempt to cheer him up seemed to put everypony else, including the Princess, at ease, leaving Starfall somewhat relived, especially when the rainbow pegasus suddenly changed the subject. "So, Twilight, who won? The suspense is killing me!"

Twilight shook her head at Dash's antics once more, but her expression was hard for Starfall to read. "I...honestly don't know. It was too close to call by eye alone. Not even Pinkie and Spike can agree," she added, nodding to the two. Starfall was surprised to note that Pinkie Pie was actually staying quiet for once, but was bouncing up and down on the spot, practically shaking with either excitement or anticipation, Starfall could not tell.

Twilight dragged his attention back by continuing on. "Pinkie's convince you just got over in time, Dash, while Spike's sure Starfall held on just long enough. The Mayor's looking over the camera I set up in case of a photo finish...she should be able to give us a final verdict on which of you won."

Twilight was clearly about to say more, but had barely gotten her mouth open before Dash jumped over her. "Okay, Twilight, thanks!" she said hurriedly, before zooming off towards the Town Hall, where the Mayor had obviously retreated, clearly eager to find out the result.

Twilight shook her head, muttering to herself, before turning to Starfall. "Listen, Starfall...the result of the race today doesn't matter. As long as you had fun, that's the important part," she said, offering him a smile, before trotting off, clearly following after Rainbow Dash, her friends following on behind her.

Finally, once they had left, Starfall looked over at Luna, shuffling a little awkwardly as he realised that, apart from the crowd around them, who really were not paying any attention, they were pretty much alone. "Well...I guess we'd better go see how I did..." he suggested softly to her, Luna giving her own stiff nod in response, before falling into step beside them as they followed Twilight...and the rest of the crowd...towards the Town Hall, all the spectators now eager to find out who had won.

Starfall gave a small chuckle. "You know, the result doesn't really matter, in the end," he said with a sad, almost dark sense of amusement. "Even if I was first over the line, Rainbow still flew a whole extra lap...I never had a chance of competing with her." He gave a soft sigh, feeling a slight sense of inadequacy about himself. He knew he had never been a strong, fast flier, but today was one of the few times it became a shortcoming he actually detested.

Luna glanced down at him. "Starfall...while the result of thy contest with Rainbow Dash is irrelevant in the grand scheme of things, we believe thou hast the wrong idea," she responded, making Starfall look up at her, puzzled. The Princess of the Night offered him a rare smile as she continued. "Rainbow Dash herself made the rule of her flying the extra circuit, in her own confidence. The fact the thou, a normal pegasus with no remarkable talent for flying, took on the challenge of one of the fastest pegusi in Equestria, and nearly won, is telling. Rainbow Dash underestimated thy flying capabilities, and may have lost her own race because of that arrogance. The confidence Rainbow Dash displays is well-known, meaning if she has indeed lost today, Ponyville will remember it, even if were not faster than her."

Luna's explanation of the situation brought a small smile to Starfall's face, as the logic of her words sunk in. It was not about beating Rainbow Dash conventionally...it was about Rainbow Dash's ego and confidence finally getting ahead of her actual abilities. It was obvious to Ponyville that she had seriously underestimated Starfall, even if Starfall admitted it was only because he had flown dangerously past his usual limits. If Rainbow Dash came out behind in the photo finish, her pride and reputation were going to take a hit that would not be easily forgotten, or regained.

But Starfall looked back up as Luna continued, a little more hesitantly. "And...also remember this, Starfall. Win or lose today, it does not matter. Thou put in every last effort...and more...in this endeavour. Win or lose, thou should be proud of thy effort...as we are of thou."

It took several moments for the words to register in Starfall's brain, they were so unexpected. Princess Luna had just openly admitted that she was proud of his efforts today, and...if he was reading her expression right, possibly even more than that. It was the highest praise he had ever received from her, and he ducked his head, trying to hide a self-conscious, but grateful blush, as he tried to figure out how to respond.

"I...thank you, Luna," he finally stuttered. "That...means a lot..."

Luna gave him another warm smile. "We mean it, Starfall. Not just for this race, either. We had been reluctant to take thee under our wing, as our sister had suggested all those months ago. But thou hast come so far since those first days, and we can now say that it was a decision we do not regret."

Starfall's blush only increased, threatening to turn him into an embarrassed pile of emotional mush if the Princess kept this up. She opened her mouth to speak further, but was stopped as the crowd fell quiet around them...the Mayor had returned, almost certainly with a final verdict on the race. Whatever the Princess of the Night had been about to say was lost as she, along with Starfall and everypony else, focused their attention on the leader of Ponyville.

"Fillies and gentlecolts! After careful examination of the photo of the race between Rainbow Dash and Starfall, I can finally announce today's winner!" she called, ponies clamouring around, murmuring in hushed, excited tones, as Starfall waited, barely able to breathe with the anticipation. Even Pinkie Pie was still, for once...though she was leaning so far forward she looked like she was about to fall flat on her face.

After a dramatic pause, the Mayor finally continued. "And the winner is...Rainbow Dash!" she announced, putting up a projection of the picture for all to see, as Starfall's heart fell. There, in all it's enlarged glory, was the proof. The photo, taken from the finish line, showed Rainbow Dash and Starfall at the moment they crossed it...Rainbow's nose just barely in front of his. There was not even a single inch in it, but it was conclusive all the same. Rainbow had won...he had lost.

"YES!" Rainbow's cry was full of triumph and relief, the pegasus actually leaping into the air and hovering there to fully express her joy. "I did it! I won!" Her various expressions of joy continued for a few moments, until she finally calmed down, Starfall looking up as he saw her heading his way, managing to find a congratulatory smile to offer her. Luna was right...the result was ultimately irrelevant. It had been a good time, even if he doubted he would repeat it, and he had given Dash a challenge that, if Luna was to be believed, Dash had not had for a long time.

Before Starfall could congratulate her on the win, though, Rainbow Dash beat him to it. "You had me really worried there for a minute, Starfall. You flew far better than I had expected. You know, Twilight said she had her 'anomonomer' thingy set up..."

"Anemometer," Twilight corrected from somewhere in the background, clearly listening in, making Starfall smile in mild amusement.

"Yeah, yeah, whatever," Rainbow retorted, waving a hoof dismissively. "The point is, she recorded our Wing Power at the end of the race. You recorded an eight point one, Starfall...not half bad at all."

Starfall was stunned. Eight point one! His average Wing Power was far lower than that, and this result was the highest he had ever scored by far. He really had flown his heart out today...and Twilight had given him the proof. Even Luna seemed stunned, and rather impressed.

Rainbow chuckled, clearly noticing Starfall's shock. "Yeah, I never though you had it in you. You know, even with the altered rules, which I do a lot, that was the closest race I've ever run. You might not be the fastest pegasus around Starfall...but you've got guts, and spirit. And those are just as awesome as pure speed, in my books." Rainbow Dash then offered up her hoof, grinning at him. "Great race, Starfall."

Feeling incredibly humbled by all the praise being heaped on him today, and well aware of the crowd now looking at him, Starfall took her hoof rather self-consciously, even as he managed a genuine smile back at the athletic mare. "Great race, Rainbow Dash, and congratulations on the win...you more than deserved it," he said, knowing that he had just made another loyal friend. What had started out as a nerve-wracking experience he was certain would be utterly humiliating had turned into a humbling reminder that everypony, including himself, had far more to give...in all aspects of life...than anypony could ever be truly aware of.

And the proud look Princess Luna was giving him, despite threatening to make his blush reappear with a vengeance, just made that day all the more amazing to him.


	36. Chapter 36: Surprises

**_Author's Notes: _**_Okay, I know I said I was doing a writing challenge for Novemeber, but I can't help myself! My MLP inspiration is through the roof as anticipation for Season 3 sets in, and I just had to come back to this._**  
><strong>

_From now on, I'm bending the rules of my writing challenge...since the ultimate goal is to write 50,000 words in the 30 days of November, I'll be following that in it's loosest form. Technically, it's only supposed to be written as part of one project, and that you're not supposed to use a piece of writing that was started before November 1st, but the whole challenge is an unofficial, informal thing, anyway. To me, as long as I write 50,000 words of coherent writing within 30 days, the other rules are secondary. Maybe in a couple of years I'll try to complete the challenge in it's purest, hardest form, but since my MLP muse won't leave me alone, I will be continuing Magic in the Stars...and counting any of it that I write this month towards my final word total. I get the satisfaction of still completing the challenge...at least partially...and you all get more chapters! Everyone wins!_

_As for the fan fic itself...the story has come a long way, now. 35 chapters...over 100,000 words...and nearly a whole year since I started writing it. But there is light at the end of the tunnel now, and I once again want to thank all readers, reviewers, and so on for joining me on this wonderful journey. The final climax of this tale is rapidly approaching, but that's a story for when the relevant chapters are done. For now, read on and enjoy!_

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><p><strong>Chapter 36<strong>

**Surprises**

Starfall once more found himself approaching Princess Luna's room at the Everfree Motel, trying to fight down his nervousness as he tried to determine the reason for the summons, and whether said reason was good or bad.

He knew he was not being called by the Princess for a surprise lesson in astronomy...it was still far too early in the afternoon to do any kind of stargazing, and they had no lesson planned that night. Starfall also had not scheduled one of the Princess' culture lessons today, either, so it could not have anything to do with that, he reasoned. No, he was certain this was completely unrelated to their various studies...and that was what had the young pegasus worried more than anything else.

Princess Luna had never really summoned him for anything before now...except when she had sent her guards to call him out on his instinctive knowledge of the magic in the stars...and that was before they even knew each other. What did she want to talk to him about that could not afford to wait until their next lesson to discuss?

But as he made his way up to their part of the motel, he could not get an idea of what she could want to talk to him about today. He was sure he had not done anything wrong lately...unless she was catching on to his resurfacing feelings. He sincerely hoped that was not the case, fearing how badly that had ended last time, and how much angrier Luna could possibly get this time around.

No, he was sure Luna was not calling him up for that, but in the end, with no ideas on what she wanted, all he could do was head up to her room and find out the old-fashioned way, as nervous as it made him to do so.

But as he reached the hallway where Luna's room, along with his own, was located, he paused, hearing something coming from the Princess' accommodation, even if the shut door muffled the sound to the point is was almost inaudible.

Lifting his ears, straining to figure out what the faint noise was, Starfall stepped closer to Luna's room, blinking as he finally figured out what it was...music. The Princess of the Night had obviously turned her radio on. He could not discern exactly what song was playing, but it sounded familiar to Starfall. It did not really help, though...after his teachings to Luna about modern music, just about any song the radio played at the present time would seem familiar.

Shaking his head, knowing he'd never figure it out from this side of the door, Starfall finally just went up and knocked on the door. "Luna? It's me, Starfall," he called, letting her know who it was in case she was distracted.

It appeared that she had been, judging by the startled noise and faint crash coming from inside the room. "Starfall!" he heard her call, clearly caught totally off-guard. "We forgot our request to talk to thee...one moment," she called, Starfall stepping back and waiting patiently as she fixed up whatever she had knocked in her surprise.

It seemed she had knocked the radio, judging by the fact that he could no longer hear music, though a few seconds later it started up again, now playing a different song, Luna clearly having fixed it up without much difficulty, but likely having accidentally changed the station in the process.. In the meantime, Starfall tried to figure out what had Luna so distracted. Even when she was focused, there was very little that could startle her like he had just now. Whatever she had been doing must have taken up all her focus and attention, and as such was either really important...or really troubling for her.

Starfall was tempted to ask what was taking up her attention, but resisted it. The younger Princess knew how to handle things...and it was likely a private matter. He simply let it go, smiling warmly as Luna finally opened the door. Looking a little sheepish and self-conscious...and slightly nervous, too, something that surprised the stallion, even if he did not voice it out loud.

"We apologise for the commotion, Starfall. We are afraid we may have been too focused on listening to the radio, and thy presence caught us by surprise," she explained, before gesturing for him to enter. "Come on in," she said needlessly, her horn glowing briefly as she shut the door behind him.

Now inside the room, Starfall could finally make out the song on the radio, recognising it as one from a strange genre that blended modern metal with classical orchestra, by a band calling themselves the Elements of Harmony. Metal music wasn't quite his thing, but this obscure genre of it did have its fans...and had apparently gained Princess Luna's interest. Starfall did note, however, that this was not the song that had sounded familiar earlier...the song from before was one he definitely knew well, but could not quite place.

Letting it go as unimportant, however, Starfall turned back to Luna, sitting down on of the cushions in her suite's living area. "What was it you wanted to see me, for, Luna?" he asked. He was nervous, but also curious, especially since Luna never summoned him directly. He was both eager to learn what this was about, but at the same time worried that it might not be a good thing.

Upon bringing it up, however, Luna's awkward expression returned with a vengeance. Whatever she wanted with him today, she was nervous about it, and nervous enough that it made it passed her usual stoic mask. That thought was enough to see Starfall become as nervous as Luna likely was...if it made the Princess of the Night pause, it could be anything.

"We...we attempted to discuss this with thou previously, but with the discovery of thy history at Stratos Crossing, and the race with Rainbow Dash, we never found a suitable opportunity to speak to thee," Luna began, Starfall listening for a moment, thinking, before pausing, something clicking in his mind.

"That's why you were looking for me when you saw me and Star Hunter, isn't it?" he asked, even if he couldn't stop the faint grimace, and the way his throat caught slightly as he remembered that day. It was still a little raw for comfort, the emotions of the day still a little too fresh. But he was getting better, and what's more, he was now able to think about that fateful day four years ago without feeling crushing level s of guilt and despair. It still hurt, but it was nowhere near as bad as it used to be...he was finally recovering and moving on.

Luna gave him a small nod. "Yes. Earlier that day, we have received a message from our dear sister, reminding us of a commitment we admit had slipped our mind, which is coming up soon," she explained slowly, Starfall immediately seeing what he thought the problem was.

"This commitment...requires that we return to Canterlot, doesn't it?" he asked hesitantly, fearing the answer. While he knew that they would eventually have to return to Canterlot Castle in time, having planned this as a short-term study holiday, Starfall has assumed that they would have more time than this. The town had grown on him, as had Twilight and her group of friends.

Princess Luna once again gave Starfall a small nod. "We are afraid so, but before thy disappointment takes over, let us explain," she requested, once more making Starfall pause, looking up at her, surprised and curious. He had just assumed Luna's commitment was a royal matter, and as such private. But obviously that was not the case, if she intended on sharing it with him.

But the way she spoke suggested she was trying to use the explanation to ease his disappointment, and as such tried to sooth her misgivings. "It's okay, Luna, I understand. These things are important, so we can't stay here," he said, trying to reassure her.

Luna, however, shook her head. "Thou hast misunderstood my meaning, Starfall. This matter is not important or an emergency, but something we really must attend, especially since we were not present last year. We were...still recovering, from our exile."

She paused for a moment, a flicker of guilt appearing across her features, obviously remembering her brief escape from the moon as the feared Nightmare Moon, before the darkness was taken away from her, allowing the Princess of the Night to return to Equestria once more.

But she quickly moved on, continuing to explain the situation to Starfall. "In two weeks an event in the Equestrian calender will occur...the Spring Equinox," she added, Starfall nodding to show he understood.

He knew that, despite the fact that Celestia and Luna controlled the sun and moon, and by extension night and day, the days were not even across the year. In order to allow the four seasons to take their natural course once various pony teams had brought out the change at the start of each season, the length of day was changed across the year, the Summer Solstice being the longest day, and the day of the Summer Sun Celebration. Winter had it's own Solstice for the longest night. And in between, fall and spring both had an event called the Equinox, when Equestria's night and day were perfectly balanced, lasting the same time.

It took Starfall a few moments to remember what was so important about the Spring Equinox in particular, but Luna explained it just as it all came together. "The Spring Equinox marks the day we were coronated as Equestria's Princess of the Night, at the same time Celestia was inducted as Princess of the Day. Our sister always organises a great celebration to commemorate the occasion, and this year is no different."

Starfall had heard about to Coronation Day celebrations, yet another day of significance in the Equestrian calender, ponies all around taking, for the most part, a public holiday to celebrating yet another year of Celestia and Luna's rule. The day eventually wound up with the massive event that was the Coronation Day Ball...a formal occasion even bigger than the popular Grand Galloping Gala. Like the Gala, it was an exclusive event, by invitation only, and held at Canterlot Castle. Naturally, due to the occasion it represented, both Princesses were meant to be present, and would likely be expected to make some kind of speech.

But with Luna's exile, and her recovery from her return last year, it had been a thousand years since Luna had attended the Coronation Ball. Now, it seemed Princess Celestia expected her to take part this year.

Starfall nodded, though he was still confused about something. "I understand, Princess. But, if I may ask; why not tell me this at one of our lessons?" he asked, confused about why she considered this important enough to rate a personal summons.

The question had obviously gotten to the heart of the matter, as Princess Luna once more appeared somewhat awkward at the conversation's direction, but resolute, as if she needed to talk about whatever it was that was causing her to hesitate. "Our sister wishes us to attend this Ball, as it is in our honour as much as it is in hers. We will have to return to Canterlot to attend, but that is not what is troubling us."

She paused for a few moments, Starfall simply keeping his attention focused as he waited patiently, knowing she would explain the rest in her own time. "We would have mentioned all this at our next lesson, except for one thing. We...we wish to extend thou an invitation to the Coronation Ball, Starfall."

Starfall blinked. He had partially been expecting it, but it still sort of surprised him, even as he lowered his head in deference and gratitude. "I would be honoured..."

Starfall's thanks were interrupted by the Princess, who apparently was not quite done yet. "Wait, Starfall. We wish to extend thee not just any invitation. Our wish is for thy attendance, not just as another pony, but as our personal guest."

That amendment made Starfall freeze, his mind stopped dead in its tracks, struggling to comprehend that the Princess had just offered him what his ears had clearly picked up. Luna really wanted him at the Ball...as her personal guest?

Being invited to the Coronation Ball was generally a fairly big deal in the first place, usually a function only the wealthy and famous got the opportunity to attend. A regular invitation was a big enough deal...but officially attending the Coronation Ball as a personal guest of one of the Princesses was a big, big deal. It said that you were a close, trusted friend of the Princess in question, and by extension were on good terms with the other. It was the ultimate sign of being well-connected, and Starfall knew that many of Canterlot's elite always hoped to be a personal guest of the Princess to any sort of function or event.

Most of Equestria knew that was nothing more than fantasy, however. Princess Celestia, if she ever brought somepony with her as her special guest, always gave the offer to Twilight Sparkle, though her friends and responsibilities in Ponyville, and her own self-admitted social awkwardness, meant that she often declined, Celestia simply never passing the privilege onto anypony else. Luna, however, was still recently returned from a thousand-year exile, and many of Canterlot's elite did not want to risk trying to suck up to her.

And now here Starfall was, being offered to attend one of Canterlot's biggest events as Princess Luna's personal guest. It was beyond anything Starfall had ever imagined happening to him. For several moments, he was too shocked to even move, let alone answer Luna, leaving the Princess to bring him back to coherence.

"Starfall?" she asked, slightly concerned, obviously having noticed his shocked state. "What say thee? Dost thou wish to attend this event with us?" she asked, finally snapping Starfall out of his daze to look at her.

"You...you really want me to accompany you to the Ball?" he asked, fighting very hard to keep his deeper affection for Luna down. He knew what his crush wanted to construe this as, while his rational side fought it down fiercely. This was not an offer of a date, just a sign of the trust and care Luna held for him.

The Princess' thoughts seemed to be wandering along the same track, as she appeared to backtrack slightly. "As friends, Starfall, yes," she said, a slight edge to her tone. It sounded like she was still wary of him...of the crush he had admitted having on her all that time ago.

To Starfall's relief, however, it seemed like she was unaware of his crush recently resurfacing, and was simply ensuring there was no misunderstanding, something he wanted to be sure of as well, giving her a firm nod. "Of course, Luna," he said, before pausing, realising he still had not given her a definitive answer to the offer in the first place.

Events and functions such as the Coronation Ball, while an honour to attend, were something Starfall was sure he would not like. While more low-key than clubs and parties...like what Pinkie Pie organised to welcome Luna and Starfall to Ponyville, they were still big events, and were usually full of upper-class ponies, the kind who usually looked down with disdain upon the 'common rabble'...the kind of ponies Starfall really did not like. He would also need to smarten up, and get himself some formal wear for the occasion.

But in the end, it would something new, having never been to large-scale function like that before...and he would be spending the entire time in Luna's company, as her personal guest. That, for him, would be enough to make the night memorable. "I would honoured to go, Luna. I will need to find something to wear, however...I don't have any formal attire for such an occasion," he admitted sheepishly.

Princess Luna nodded, giving him a warm smile. "We are glad to have thou accompany us, Starfall. We could not think of anypony else suitable to invite. You are our student and friend," she added, Starfall ducking his head self-consciously. "As for seeking out suitable attire...we believe Rarity would be happy to provide you with something," she suggested, making Starfall pause, a little concerned.

As relieved as he had been when Rarity had resisted giving him a totally new hairstyle, and instead just fixed his mane up slightly, Twilight and the rest of her friends had told him more than a few stories of what Rarity did to stallions when allowed to play dress-up with them. If even half of what they said was true, Starfall had every reason to be scared.

Luna seemed to understand his look, though, stifling a noise that sounded suspiciously like a giggle...something Starfall had never heard Luna do before. "What?" he asked, trying to put on an offended tone.

His accusing tone only seemed to spur Luna's amusement on, though...which was kind of Starfall's intention. He never really saw Luna laughing, and wanted to get her into a fit of giggles, let her relax for once. "Nothing, Starfall...we were just trying to decide what was funnier. Thy expression just now, or how thou would look in one of Rarity's more...outlandish designs."

Starfall's act disappeared at this point as his plan backfired spectacularly, the look of horror at some of the mental images he got being entirely genuine. It only served to amuse Luna even further, though, her giggles finally breaking out into the open, making Starfall try and glare at her, but fail miserably, only making her laugh all the harder.

"Don't give us that look, Starfall!" she cried between laughing fits. "Thou should see thy own face!" she added, before fighting to get herself under control. "Besides, we are sure Rarity will be kind, you are a friend, after all," she added, still letting out the occasional giggle.

"That's the part that scares me," Starfall replied dully, still feeling a little put out at the way Luna was taking amusement from his own discomfort. He was sure he would see the funny side tomorrow, but right now, he just felt embarrassed.

Luna, seemingly done with unwinding, put her serious mask back on, though let it relax into a kind expression as she put a hoof on Starfall's shoulder. "Trust us, Starfall, Rarity will not lead thee astray. She, along with Twilight Sparkle and all their friends, will be attending to Ball as well, and we are confident she will designing gowns for all of them."

Starfall sighed, before nodding, conceding Luna's point. Of all ponies, Rarity would know how important this Ball was, and would not be inclined to mess around with Starfall's clothing needs once she was aware of his situation. "I guess..." he finally relented, before looking back up at the Princess. "And Luna? Thank you...I cannot express how much of an honour it is that you have given me this offer."

Luna's responding smile was full of warmth, friendship and respect, the relationship the two of them shared stronger than anypony could ever have imagined just a few short months ago. "The honour is ours Starfall...the honour is ours..."


	37. Chapter 37: Foreboding

**_Author's Notes: _**_And here we are again, yet another chapter! I will admit, I'm not sure how well I've done this time around, since I'm dealing with characters and situations I'm not very good at writing about. But hopefully it's still an enjoyable read for you all!_

_And since I really don't have much to say, I will leave it at that for now. Thanks again to all who've read, faved, reviewed, and so forth, and enjoy once more!_

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><p><strong>Chapter 37<strong>

**Foreboding**

Canterlot. It had to be Canterlot...there was no doubt left in Starfall's mind as he wandered down Ponyville's streets, thought his mind was in another place entirely, trying to unravel a mystery that had been plaguing him for months now...his recurring nightmare.

In recent days, after Luna's invitation to the Coronation Ball, Starfall's nightmare had finally seen fit to start developing some kind of clarity...but oddly, some details had changed from what he remembered, leaving him slightly confused.

The distorted, swirling colours that had been all he could see had focused slightly...allowing him to see what could only be the immaculate streets of Canterlot, scattered ponies visible in the streets, though it was still too blurred and distorted to make out any details. He could clearly tell that they running every which way...and he could hear their screams and desperate cries. The ponies were obvious panicking in terror at something...but Starfall could not tell what.

Oddly, the flashes and noises suggesting explosions were no longer present, which baffled Starfall. The extra clarity was a nice change of pace...but why had the recurring dream changed the details slightly?

Starfall had started to get the feeling that his recurring nightmare was yet another premonition, like the one that had tried to warn him of the devastation at Stratos Crossing. But no matter how hard Starfall tried, he could not find any sort of evidence to back that idea up. The night sky was empty of any meteor clusters that could present a threat to Equestria...the only cosmic object that could be found was the comet that continued to soar through Equestria's night, but expert astronomers had already tracked the comet's path, and were certain that while it would drift very close to their world, it would pass by harmlessly, never presenting any viable threat to Equestria.

There was nothing in the heavens to suggest some great disaster was coming, and since he had never predicted any other kind of disaster before, Starfall could not make sense of why this nightmare kept coming back to him. Ever since Luna had revealed the Coronation Ball, he was starting to worry that something might happen on that night...and had even said as much to Luna. She had agreed to that the Ball would be a tempting target for anypony who did not like her or Celestia, and assured him that security was going to be extremely tight at the event.

But still the nightmare had not stopped, and there was still one nagging mystery about it...the manic cackle, always disembodied, and always occurring right at the nightmare's conclusion. The voice still sounded awfully familiar to him, though he could not put his hoof on it. As if to further confuse him, the new level of clarity to the nightmare allowed his ears to pick up a second voice, laughing with the first. It was hard to hear behind the first voice, but Starfall got the feeling this second manic laugh was also disturbingly familiar.

But he didn't know what they were laughing so horribly about, and since all the friends Starfall knew were kind and selfless ponies, he was at a loss to figure out how to identify these voices.

In the end, he reasoned, perhaps Derpy was wrong...perhaps, while there was something about this nightmare that caused it to haunt him over and over again, it was not of any true importance or foreboding, and just the twisted product of his over-imaginative subconscious. Either way, he was not going to be able to figure it out at this point in time, so tried to put it out of his mind, focusing on watching where he was going, realising that he had almost completely passed by his destination while in the midst of his concerns.

Sighing, a little nervous and worried about what he was about to do, he finally trotted up to the front door of Rarity's shop, Carousel Boutique, gently opening the door and making his way in, hearing the bell chime the door had triggered, letting her know somepony had arrived.

"I'll be with you in just a moment!" Rarity's voice called from somewhere in the back room, Starfall in no rush, simply letting his gaze wander around the various mannequins placed around the store's main room, and the various outfits each one was showing off. While Carousel Boutique was a store aimed specifically at fashion-conscious mares, a fact which left Starfall a little awkward standing there, he was relieved to see at least one mannequin showing off what was clearly a stallion suit...Rarity obviously tried to cater to stallions, even if it was only a minor section of her store, and by the looks of the suit she had displayed, knew what she was doing.

It was a simple, generic thing, a black jacket with a brilliant white button up shirt underneath, a simple dark blue tie completing it. It may be a simple affair, but it was clearly high quality...perfect for any kind of formal occasion, and for any kind of stallion, though Starfall doubted the higher classes would go for it. Those kind of stallions only ever attended functions like the Coronation Ball in the finest designer tuxedos...this was a bit more low-key, to suit the less class-obsessed stallions of Ponyville, most likely.

The dressed for the mares, however, were much more extravagant and varied, coming in all styles and colours...this was clearly Rarity's preferred work, and while Starfall had little in the way of fashion sense, he could see that Rarity put a lot of effort into her work...the results spoke for themselves.

Before Starfall could really see much more, however, Rarity finally appeared from around the back, blinking in surprise as she saw him...clearly he was the last pony she expected here. "Starfall? I certainly wasn't expecting you here. Is there something you need?" she asked, her voice as proper as always, despite her surprise.

Starfall looked over at her, giving her a slightly strained smile...asking for fashion advice, and for her to help make something for him, was leaving him feeling a little awkward. "Hey, Rarity," he replied, clearing his throat. "Yeah, I need a little help with something, and was told you might be able to help me out."

Rarity smiled, gesturing for him to sit down, magically levitating out a cushion for him. "Well, by all means, tell me what you need. As I've said before, any friend of Twilight's is a friend of mine," she said kindly, giving him an encouraging smile.

Starfall nodded, pressing on with his request. "Well, as you probably know, the Coronation Ball is coming up soon, and..." he was interrupted, however, by a gasp from Rarity, Starfall only just remembering how frantic and obsessed the fashionista could get regarding these events, a few seconds too late.

"Oh, my stars, the Ball! I completely forgot about it! Thank you, Starfall, so very much for reminding me! Oh, to think of the stress and drama if I had left everything until the last minute...gosh, I'd have turned up to the Ball a total mess!" she cried, clearly distraught over the very thought of such a thing.

Starfall, however, was still focused on the other point of what she was waiting. "Wait a minute...you will be at the Ball?" he asked. He knew Rarity was a high-society pony at heart, even if the fact that she resided in Ponyville tended to hold her back at times. It was this point that he was stuck on...how had she gotten an invitation?

Rarity looked over at him. "Why of course I will! Twilight's had the honour of being invited as Princess Celestia's personal guest...which I suppose is to be expected, since she is Celestia's student and all...anyway, Twilight was kind enough to talk the Princess into extending an invitations to the rest of our little group, as well!" she cried, practically bouncing on the spot with excitement.

It was very obvious that Rarity was ecstatic about attending the Ball, and Starfall, knowing the kind of pony she was, could understand her excitement. It was a chance for her to mingle with Canterlot's elite, to be a part of high society...even if it was just for one night.

In any case, Starfall felt a little sheepish, realising that Twilight was always going to get an invite, considering her close relationship with Princess Celestia, and that Twilight would naturally extend that invitation to her friends as well. "Well, Rarity...I've been invited to the Ball, and...well..." he stumbled over his words, admittedly a little self-conscious in admitting he did not have anything nice to wear.

"That's wonderful news, Starfall!" Rarity once more cut over him. "Did Twilight send you an invite, too?" she asked, clearly curious, her gossipy side coming out. It only served to increase Starfall's nervous, even as he shook his head, figuring she would find out soon enough. There was no point hiding anything from any of Twilight's friends...they had just too many connections in Ponyville for any secrets to be kept from them.

"No, no, Twilight hasn't said anything to me. Princess Luna...she invited me to the Ball...as her personal guest," he explained slowly, not entirely sure how Rarity would react, trying to brace himself for some kind of energetic reaction.

In the end, however, none seemed to come. Starfall's words seemed to have stunned Rarity, no visible reaction discernible for several moments, until she finally spoke...or tried to, at least. "Luna...invited you...personal guest?" she asked shakily.

Starfall simply nodded warily, not really sure what to make of Rarity's behaviour. "I know...I was shocked myself when she made the offer," he offered, hoping she snapped out of it soon. He was hoping to avoid causing a scene, as always, even if he knew that it would not be a matter of if word spread of his invitation to the Ball, but when.

It took Rarity several more moments, but she finally regained enough coherent to speak properly once more. "I...must apologise, Starfall. I'm just a little shocked, Princess Luna had never been the kind of pony to show such trust and kindness easily, especially with all the...difficulties, she had in fitting in. I must say, though, it is wonderful that she had invited you...you were the natural choice for her, after all, since you are her student and all that."

Starfall nodded, though avoiding looking directly at Rarity in his self-conscious moment. "I know...Luna's honoured me beyond anything I could imagine. But...I'm afraid I don't anything to wear to the Ball. I know I'll be expected to wear formal attire for the night, but I've never...had reason to buy anything like that."

Rarity paused at Starfall's admission, the pieces clearly falling into place for her as she worked out that this was why he had come to her asking for help. When she finally understood it completely, the gleaming smile she showed off was as dazzling as it was frightening for the young stallion. He suddenly felt very vulnerable, as if he had just gone and served himself up on a silver platter for her.

"Well, Starfall, this is a travesty that simply _must_ be corrected! You must wear something dashing to the Ball, especially since you're attending as Princess Luna's special guest! Only the best will do!" she said, clearly getting into her stride. Starfall wanted to get her to slow down, at least a little, but did not know where to even begin.

But Rarity was already well into her stride, a measuring tape slithering out of a cabinet, surrounded by a pale blue magical aura as Rarity levitated it around Starfall, Starfall shying away from the tape as it starting wrapping around his torso.

"Just sit still for a moment, Starfall, so I can get your measurements," Rarity chided, Starfall forcing himself to stand as still as possible, though he could not tear his gaze away from the tape as it measured various aspects of his physique...it was uncomfortable, but Rarity provided a small distraction as she continued talking...though Starfall was far from comforted by it.

"Even my best suits will not work if they don't fit you, Starfall...besides, you don't want something plain and generic. Your a special guest of the Princess, you need something unique to reflect your special standing with Canterlot Royalty! I'll have to make it from scratch, obviously, but it'll be worth it, just to see the looks on all the ponies faces when they see you!" Rarity was clearly right into her designer mode, her distant look telling Starfall she was already imagining details of the suit she wanted to make.

Starfall made an attempt to protest. "Rarity, I...I didn't come here to ask you to make something. Really, I just wanted some advice picking out something nice to wear, I couldn't possibly..."

Rarity's hoof on his lower jaw snapped his mouth shut, ensuring his protest was stopped dead before it could really take form. "Absolutely not, Starfall! You are a guest of Princess Luna at one of the year's biggest functions! I can not advise you on a suitable suit to wear, because none of those generic old things will do! Whatever you wear to the Ball must be more than just classy; it must show the privileged place you hold in society now, it must be perfect, and not just in the tailoring. It must fit you, in both size and style...unique to you, complimenting your looks and ensuring ponies will see not just another pony, but the Princess of the Night's chosen pegasus! Absolutely nothing but a custom design will do, and I will not take no for an answer!"

Rarity's impromptu speech got the desired effect...Starfall stunned into silence. That Rarity would go to all this effort was touching, even if he really wished he could convince her otherwise. "I..." he started, pausing at a hard glare from the surprisingly stubborn unicorn. "...at least let me find some way to repay you..."

Rarity gave a very un-ladylike snort at this. "Repay me for what? Starfall, not only do I _want_ to do this, but I had made find outfits for all my other friends, and you should be treated no different! This is not a favour to repaid, Starfall, but righting a tragic wrong in your life! Please, I beg you, no more protests, ifs or buts. Just let me give you this one thing."

"Besides, you would be repaying me by wearing one of my stallion designs to the Ball," she added, obviously noticing that Starfall was not comfortable with the idea of making a custom-design suit, that would likely be tiresome to make, and would have been expensive, for absolutely nothing in return. "I'm known almost exclusively for my dresses, and even they still aren't all that popular in the grand scheme of things. My stallion line could use some time in the spotlight, and the extra orders that brings, even if it's only one or two suits, would be the best way you could ever return the favour."

Starfall paused. He really wanted to protest further, but in the end, Rarity did have a point...the gossip chain would likely want every little juicy detail about his time at the Ball...including where he got his suit. Once it was discovered that Rarity of Carousel Boutique was the designer, there would likely be some extra business coming her way, which would make her much more money than he could afford to pay her right now.

Sighing, he finally relented, relaxing and letting the measuring tape continue it's work. "Alright, Rarity...you win," he said softly, Rarity giving a beaming smile in response, clearly happy he had come around to her way of thinking.

"Marvellous! Now, I was initially thinking of a tuxedo for you...you know, a high-class suit to go with such a high-class standing at a high-class event," Rarity chattered, once more back into her creative mode, the tape somehow continuing to take measurements...Rarity likely now controlling it by little more than instinct. "But I don't think that will do. Tuxedos ooze wealth and class, but have simply no sense of identity. We need something more unique...more you. Perhaps a night-time theme? You are a stargazer, and attending as Luna's guest..."

Suddenly, Rarity stopped, giving a small gasp. Starfall was sure he could almost see the light-bulb popping to life in her head, her eyes shone with such inspiration. "Oh, of course! How could I have overlooked that! Goodness, I feel like such a fool!" she cried.

Her sudden outburst just left Starfall confused, feeling out of the loop. "Uhh, Rarity, what are you talking about?" he asked hesitantly, part of him unsure if he even wanted to know what had spurred her sudden idea.

"Oh, don't you worry, Starfall," Rarity replied, waving his curiosity off. "I'll let it be a surprise for the Ball. Trust me, you'll like it!" she assured him, possibly catching his slightly wary look. He wasn't keen on a fashion-based surprise for the Ball. Considering what he had heard about Rarity, that could mean anything at all. "Just let Rarity work it all out for you...oh, the ponies are going to talk about this one!"

Starfall, seeing the measuring tape finally leaving him to return to Rarity, allowing himself to fidget nervously, the unicorn's gleeful mutterings only enhancing his sense of foreboding...he really hoped this would not be as bad as he currently feared.

Rarity briefly turned around, pausing as she spotted Starfall's discomfort once more. "Don't fret, Starfall...I may cater mostly to female fashion, but I would never make you wear anything humiliating or demeaning," she swore, the conviction in her voice helping ease the worst of Starfall's concerns, even if he was far from relieved at this point. "Anyway, I have all your measurements now, and I do my best work without distraction, so you're free to do your own thing. I doubt you want to linger in here any longer than necessary."

Starfall gave a small, grateful nod, glad he was able to get out of there...fashion really wasn't his thing, and if Rarity focused better when she was alone, then he was not going to be an unwanted distraction. "Okay...thanks, Rarity. You didn't have to do this," he added, managing to offer her a slightly strained, but genuine smile of gratitude.

Rarity smiled right back at him. "But I did, Starfall. As Pinkie Pie once said, fashion is my passion, and I would go against everything I hold dear to let you go to that Ball without making every effort to make, and all my friends, look their very best. "Now run along, so I can get this done...we wouldn't want you turning up in a half-finished suit, now would we?" he asked with an amused smile.

Starfall immediately caught that she was joking, adding a small chuckle of his own, before trotting off to leave. As he turned to close the Boutique's front door behind him, though, he saw Rarity, no longer in front of the bare stallion mannequin she was using to plan out his suit, but rather looking at another mannequin, one he couldn't see, eyes narrowed as she studied it, muttering to herself, seemingly drawing inspiration from another work she had done.

Shuddering as he hoped, rather irrationally, that she was not drawing inspiration from a dress, not wanting to think about the results of that, Starfall shut the door and wandering back down the street, heading straight for the Everfree Motel. After that, he wanted to do nothing except rest and relax for the rest of the day...he had already had enough excitement today to last him the week.


	38. Chapter 38: Final Preparations

****_**Author's Notes:** I think this is the first time I've done 2 chapters in 2 days for quite some time! My muse is on fire, and the challenge of NaNoWriMo seems to be only spurring me on further!_

_And now, we're starting a very critical point in Magic's plot...prepare yourselves, readers, this chapter is the start of something massive! I won't say any more out of fear for massive plot spoiler...and for that same reason, my Notes from now on are likely to be very short and to the point._

_So thanks to my readers and all once more! Sit down and strap yourselves in, the rollercoaster ride this story's taken you on is about to get really intense!_

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><p><strong>Chapter 38<strong>

**Final Preparations**

The knock on the door instantly made Starfall nervous, as he made he way across the familiar living room of the tower he lived in at Canterlot, heading for the front door. He had returned to Canterlot the day before with Princess Luna, nearly two weeks after accepting her invitation to the Coronation Ball...which was tonight.

With the opening of the Ball mere hours away, Starfall was incredibly nervous, being unable to focus on very much for most of the day, busying himself making what preparations he could. He had been to the mane-dressers yesterday evening, getting his long mane and tail trimmed and neatened out...once more refusing a recommendation he get it cut short. He had taken a long bath, and generally tried to clean himself up as much as possible.

But now, the knock at the door signified that the suit Rarity had been making for him had arrived, and as Starfall went to open the door, he could feel his nervousness building even higher. The arrival of the suit was really just confirming what was about to happen, that he was really about to attend one of the most prestigious functions in Equestria, by the side of the Princess of the Night. He was excited, he could not deny that...but this was way out of his league, and he really hoped he did not mess up tonight.

When he opened the door, though, the young mare that greeted him was not the one he expected, though she did have a package levitating in front of her...two, in fact. "Twilight?" he asked, blinking as the lavender unicorn smiled and nodded. "What are you...? Sorry, I wasn't expecting you," he admitted. He had expected Derpy, or one of the other mailponies, to deliver the package, instead of Twilight.

Twilight just gave him an understanding smile. "It's alright, Starfall...I admit the decision to bring your suit myself was kind of spur of the moment. I haven't visited my tower in a while, and with all my friends getting ready for the Ball, things have been getting a little crowded and stressed. You don't mind if I stop by until it's time to go, do you?" she asked.

Starfall gave a quick shake of his head in response...it was still technically her place, after all. "No, no, come in," he said, stepping aside to let her in, the unicorn levitating the packages in front of her the whole time, putting them down on a table, before turning back to Starfall, pausing. He knew he must still look nervous, and she could obviously see it.

"Hey, relax, Starfall," she said, trying to calm him. "There's no need to be nervous, I'm sure you'll have a great time." She added a smile for good measure, but Starfall found himself unable to return it.

"I can't help it, Twilight," he said sheepishly. "I've...never been involved in something this..." he paused, searching for the right word.

"Sophisticated?" Twilight offered, Starfall nodding.

"Yeah. Ever since Stratos Crossing, I...I just barely made ends meet," he admitted softly. He had never really talked about his time after Stratos Crossing much. He had told Princess Luna, but had yet to say much to anypony else, even Twilight and her friends. "In just a few short months, I've gone from basically poverty to a weird sort of fringe of high society. It feels like a dream...that I really hope won't turn into a nightmare..." he added softly.

Twilight smiled warmly through his explanation, though she adopted a puzzled expression, cocking her head to the side slightly at his last statement. "What do you mean by that, Starfall?" she asked.

Starfall sighed softly, feeling like he was going mad, and only showing off that insanity by talking about what was troubling. "I just...I've got a really bad feeling about tonight. I've been getting these recurring nightmares about some vague incident causing panic in Canterlot, sort of like the predictions of disaster I got before Stratos Crossing was destroyed." Even now, weeks after exposing his tale to Princess Luna, speaking of the day still made the words catch in his throat.

Before Twilight could respond, though, Starfall continued, not quite finished. "I've checked the skies every spare moment I could find, and there's nothing up there but the comet...which I think will pass as close to us as it ever gets tonight. There's no meteors, though...nothing that could pose a threat to Canterlot. So I don't know...but I still can't shake the feeling that something's going to happen...that we shouldn't be there..."

"Starfall..." Twilight paused. She seemed to be trying to reassure him, even if it looked like his words had left her at least a little concerned as well. "You said it yourself, right? You've found nothing in the skies to suggest meteors or anything are going to fall on us, right?" she asked, Starfall nodding. "And because you're a pegasus with a sensitivity to cosmic magic, these premonition dreams can only revolve around such events, right?" Another nod. "Then we have nothing to worry about," she said, her voice having a slightly hard edge, insisting rather than suggesting. "I'm sure your nightmares are just the result of everything you've been through. You have to admit, you've had some serious upheavals in your life lately."

Starfall sighed slowly, lowering his head a little. "I guess you're right, Twilight. Luna said there would be massive security there, too. I just can't shake the feeling, though," he admitted. It did not matter that there was no threat of a meteor storm, or that security was going to be insanely stringent...he still had that nagging feeling, that sense of foreboding, that something bad was going to happen, and it was going to happen tonight.

Twilight gave him a soft, sympathetic pat on the shoulder, making Starfall look up again. "Come on, Starfall. You're just nervous, that's all. Trust me, I've been there," she added with a sheepish sort of smile. "Just relax...take a deep breath. Maybe seeing what Rarity's made for you will help put your mind off things?" she suggested, her horn flaring to life as she levitated one of the boxes to him.

Starfall nodded, trying to put the nervousness and bad feelings out of his mind, giving Twilight appreciative nod as he took the package in his mouth, trotting off to the bedroom. "I'll be out in a few minutes...the Ball's starting soon, so I might as well try it on, too," he said, Twilight nodding, levitating the lid of her own box as he shut the door behind him, carrying his own box over to the bed.

Taking a moment to just look at the box, wondering what might be inside, Starfall finally gathered himself, taking a deep breath, before untying the string keeping the box sealed, and finally opening it up, looking inside to see just what Rarity had done. The result made him actually give a small, inaudible gasp...he really had to thank Rarity when he next saw her.

Despite the fact that Rarity's fashion lines catered almost exclusively to mares, she clearly knew how to design a stallion suit, Starfall marvelling over each piece of it as he lifted them out, placing them neatly on the bed. The suit jacket was immaculately designed, Starfall able to tell it was going to be comfortable to wear just by simply looking at it. It was coloured in a dark, midnight blue...almost black, but not quite. Various trim, such as the borders on the sleeved, collar and waistline, had a silvery thread added to them, shining and sparkling like the stars...Rarity had obviously gone with a night sky theme for his suit, bringing a smile to his face. The theme was further enhanced by the star shapes etched into the suit's buttons, subtle, but still there for those who cared to look.

The button up shirt he would be wearing underneath the suit was a simple thing, which made sense, since it would be hidden underneath the jacket for the most part. Rarity had obviously still made an effort, however, little details still prevalent. Like the jacket, the shirt had silver trimming all over it the buttons running down the shirt having moons etched into them, rather than stars like the jacket.

Finally, there was the tie...Rarity seemed to have decided to go with a regular tie rather than a tuxedo-style bow tie, which Starfall honestly knew he preferred. The tie was as simplistic in design as the rest of the suit, a deep black colour, with yellow trim around the edge of it. At the base of the tie, where I would rest against his chest, there was a large, white moon emblazoned there, completing the night theme, and thanks to it's similarity to Luna's cutie mark, the ultimate sign of his position as Princess Luna's special guest.

The whole suit seemed to radiate a simplistic sort of elegance and class, without the snobbish excess of a tuxedo. It was flashy without being dramatic, and to Starfall, it looked absolutely amazing...if not perfect. Rarity had certainly come through for him...he just hoped wearing this suit tonight would bring her a lot of new business...he was already feeling slightly guilty about letting her do this for him, seeing the amazing result she had worked up only enhanced that feeling...he knew that the fashionista must has spent a lot of time putting this together.

Still, it was here now, and since Rarity had put the effort in, he was not going to let her down and refuse to wear it simply because it was too good for him. He quickly pulled a mirror over to his bed, before picking up the shirt, checking it over once more to make sure it was in good order. No buttons were out of place or loose, and the shirt did not have a single crease in it...Rarity had obviously packed the entire suit with care, knowing there would be no time to get it cleaned and ironed before the Ball.

Satisfied, Starfall slipped the shirt on, fumbling with the buttons a little, trying to get a feel for the shirt even as he put it on. Rarity's measurements seemed to have done the trick, he could feel the way the shirt fit his shoulders, chest and forelegs to near-precision. Definitely a custom fit, and one Rarity had done impeccably well.

He looked up as he got the last button in place, smoothing down the shirt and pulling his long mane out from under the collar, before pausing. Even with nothing more than the shirt, Starfall could not help but stare at his reflection. It just...worked. He actually looked like a stallion who might fit in at some kind of formal function or event.

After a few moments admiring himself, Starfall pulled himself out of it, grabbing the tie text, knowing he needed to put that on before his jacket. But he stopped even as he held it in his hoof, staring at it...only now, he realised that he had no clue how to fasten this around his neck, and could not even think of where to begin.

He briefly considered heading back out and asking Twilight for some help, before remembering that she was likely still getting into her dress, and as such decided to wait. Setting the tie aside for later, he reached for the dark jacket instead, figuring that he might as well at least see how that fit him, and looked with the shirt, before checking if Twilight was ready.

Sure enough, as he slipped the midnight jacket on, he could once again feel the comfortable tailoring indicative of a custom-designed, custom-fitted suit. As it did up the buttons on the jacket, he once more looked up at himself, freezing in place. The shirt might have given him a formal appearance, but the jacket enhanced and multiplied that several times over. Even without the tie, he looked like he could fit right in at an event like the Wonderbolt Derby, or even the Grand Galloping Gala.

He was totally floored by how much the suit changed him, without taking away his identity. Even with his long mane, he looked like a pony a class and status...a stallion who deserved to be Princess Luna's guest of honour at one of the biggest royal events of the year. But the night theme, and the subtle details of the suit, allowed him to keep his sense of individuality, rather than being just another tuxedo-wearing snob.

After once more taking in his new, transformed appearance, Starfall was finally able to drag himself away from the mirror, glancing back at the tie. He unbuttoned and shrugged the jacket off, placing it carefully back on the bed, before picking up the tie again, he looked at it for a few more moments, trying to see if he could somehow determine on his own how to secure it to his neck. But after fruitlessly staring at it for a couple of minutes, finally sighed and gave in, knowing he needed help.

Heading back to the door back to the living room, he knocked, aware that Twilight could still be getting changed, herself. "Twilight?" he called sheepishly. "I...may need a little help with something."

"I'll be just a moment!" Twilight called back. Starfall giving a useless nod to the door, before sitting back and waiting, trying to ease his mind again as his mind turned once more to the upcoming Ball.

He really hoped that he left a good impression, though his fears of that were eased a bit now that he had seen how he looked in the suit. For him, it was mostly making sure he did not screw up too badly, and proved to Canterlot that Luna had chosen the right stallion as her guest of honour.

But thinking of Luna only made Starfall's nervousness bubble back up. What would she think of the suit he was wearing. It did not surprise him that he was subconsciously placing a lot of weight on Luna's opinion of how he had smartened up for the night.

After their return to Canterlot, Starfall had once more attempted to work out his thoughts regarding his feelings for Luna, knowing he needed to sort himself out before things got out of hoof once again. His attraction to her had not died, and if anything, was even stronger than ever before.

It was simply impossible for Starfall to deny, Princess Luna was just about as close to his idea of the perfect mare as anypony had ever come. He could not care less that she was a royal princess, or a near-immortal alicorn. She was beautiful in her own simple way, never trying to overstate or enhance those looks. She was the creator of the night he was so fascinated by, and as such shared his love of the darkness, the stars, the planets, and the moon. Her distant, stony exterior she displayed hid a kind, if slightly serious, and caring pony underneath.

But for Starfall, what made his infatuation so serious was how the Princess of the Night treated him. Despite being royalty, and the long exile often leaving her stuck in outdated traditions and ways of thinking, she saw beyond the horrors of Starfall's past, beyond his social awkwardness and shyness...she had seen the very depths of his soul, to the pony he had been, and the pony he was now. And despite seeing everything of him...the good, and the bad...she still respected him, and cared about him.

That, more than anything, was what had made him realise it...not only was Luna the most wonderful mare in all of Equestria, but she accepted who he was, and still treated him as a close friend and confidant, even accepting hid dark past, and his own flaws. It was this mix that made Starfall finally, just last night, admit to himself what he realised had been an unknown fact for some time: This was now well beyond a simple crush...Starfall finally realised that he was more than just attracted to her...he genuinely loved her, in the deepest sense of the word.

But in the end, this admission only saw more problems surfacing. With his affection and attraction for Luna now at the highest level, there was still the issue of her own feelings, and the fact that he had promised both Princesses that his feelings would not trouble Luna any longer.

Starfall had to admit that Luna's feelings towards him were difficult to read, even at the best of times...the Princess was so used to putting on a mask for her subjects, that hiding her emotions was almost second nature to her. Adding to the problem was that it was obvious that she did care about him to some extent, the tricky being figuring out just how deep that care ran. She respected him, even liked him, but so far, Starfall had never really caught any signs that her feelings for him went any further than a platonic friendship.

Her invitation to the Ball could possibly be seen as an offer for a date, but Starfall remembered all too well the way Luna had insisted that the invitation to accompany was only as friends...nothing more. It had been a hard reminder to Starfall that to her, the relationship between them was platonic, and should be nothing more than that.

It left Starfall forcibly reminding himself that...as much as he loved Luna, he would have to content himself with the close friendship they now shared. But he knew that, in truth, he could accept that happily. Luna was happy, and therefore, so was he.

Starfall forced himself back to the present as he heard the bedroom door open, only to be left stunned as Twilight appeared, smiling at him, all dressed up and ready for the Ball. "Now, what was it you needed help with?" she asked, before similarly pausing as she took in Starfall's appearance, even if he only had the shirt on at the moment.

Twilight's outfit for the Ball was clearly designed to go with her name, a similar, if not quite identical style to his. The main body of the dress was a simple, deep blue design, the hem down by her rear hooves and tail a paler colour, and emblazoned with a subtly ornate design of overlapping five-point stars, in varying shades of white, silver and pale blue. Further forward, a pale blue, decorate 'saddle' of sorts held the dress low to her back, a decorative collar made of stripes of pale and deep blue looping around the base of her neck to hold the entire ensemble in place, the top of it flaring up around the back of her neck, a simple brooch made of a simple white star clasping the collar securely around her neck, without allowing it to be uncomfortable.

The dress itself was complimented with a single, cyan-hued, star-shaped earring clasped to the base of Twilight's right ear, and the four simple, somewhat delicate-looking pale blue shoes had been put on her hooves, the tops of which were again covered in various star designs. The dress had all the hallmark of Rarity's design on it, and had clearly been designed with Twilight in mind...it suited her extremely well.

Twilight giggled, clearly having noticed Starfall taking in her dress. "What do you think? It's the same dress I wore to the Grand Galloping Gala a year or two ago, but I love it, and couldn't ask Rarity make another, totally new one for me."

Starfall gave a small nod. "Celestia knows Rarity has already done enough," he commented, before smiling. "You look great, Twilight," he finally said, the unicorn smiling back at him. "But I'm having a little trouble with this..." he said, holding up the tie sheepishly. "I...well..."

Twilight giggled. "You've never worn a tie before, and don't have the faintest idea how to do one up, right?" she asked, getting a small nod from him. "It's alright...I believe I told you about my brother, Shining Armor?" The question brought yet another nod from Starfall. "He was always going to various events that required him to dress up, being a Captain of the Royal Guard and all, and he always used to have trouble fixing up his ties. My parents taught him how over time, but they taught me the basics just in case he happened to forget, and I was the only pony around he could turn to," she explained, trotting up him, lifting the tie out his hoof with her magic.

"Here, let me show you..." she said, before slowly coaching him through the process, guiding him with her magic, but leaving it up to him to actually make the movements and tie it off. Starfall felt like he was tying his hooves in knots the whole way, but after several mistakes, fumbles, and restarts, he finally did it, his tie around his neck and secured under his shirt collar, Twilight using her magic to adjust and straighten the knot at his neck.

"There! All done!" she said, smiling. "Now put your jacket on, and let's see how it all looks on you!" she suggested, Starfall nodding and grabbing the suit jacket even before Twilight had finished speaking.

Once he had it back on and buttoned up over his tie, he turned back to look at Twilight, trying to gauge her reaction. "Well? How do I look?" he asked, offering a slightly nervous smile, glancing at the fringe of his mane...it would need another brush now, after all the squirming and fiddling he had done to get the tie right.

Twilight took a moment to look him up and down, before giving a wide smile. "Rarity's certain she knows her suits just as well as her dresses...you look wonderful!" she said, Starfall giving a slightly relieved smile as he turned back to the mirror, taking in the whole ensemble.

The addition of the tie finally completed the look he had seen earlier without it, it was formal and professional, while also being unique to him. Despite the risk of the midnight blue suit clashing with his yellow coat, Rarity had somehow found a shade that worked, suiting him amazingly well, and leaving him with little doubt that he would like he belonged at that Ball tonight.

The thought left him immensely relieved as he quickly fixed up his mane, and set about making sure he was all neat and ready, Twilight once more returning to the living room to wait for him while he finished up.

Just as he was done, straightening out his sleeves and smoothing his suit out, he heard another knock at her, knowing what it was even as Twilight called to him. The rest of Twilight's friends had arrived, ready to head down to Canterlot Castle, and arrive in time for the Ball's opening.

Taking a deep breath to calm his building nerves, Starfall turned to leave, fully aware that this night, one way or another, was going to be one of the most memorable nights of his life...he just hoped it would be for all the right reasons.


	39. Chapter 39: Making an Entrance

****_**Author's Notes: **And here we are again! Yet another chapter, which I believe makes it 3 in 3 days now. I don't have much to say here, but for the first time in a while, I will have some extra, added Author's Notes at the bottom, to credit a few inspirations I got from others to help bring this chapter to completion!_

_Until then, thank you once more to all my readers, reviewer, and everyone who has favourited and alerted this story! You guys are all awesome!_

_For now, though, read on! And...welcome to the Canterlot Royal Coronation Ball!_

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><p><strong>Chapter 39<strong>

**Making an Entrance**

It was the same Canterlot Castle Starfall had gotten to know over the last few months, and the pegasus had to keep reminding himself of that fact as he looked around, having never seen the castle quite like this before.

The castle's grand entrance hall and sprawling lobby chamber had been radically transformed for the Coronation Ball, decorated in a vast display of the significance for the day being represented. Both rooms were decorate in vast carpets of violet, trimmed with gold, with massive tapestries hung on the walls. Most of these tapestries featured a large symbol, featuring a circle, a blue crescent moon filling the lower space of it, with a smaller, yellow circle sitting above the moon, filling the remaining space. Two long points extended up out of the blue moon and the yellow 'sun's red outline, layering over each other to form one long point that reached up above the symbol, topped with a pale blue star. The large moon and sun circle was encompassed by two sets of wings. The upper pair were pale blue, and spread wide, while the lower pair were the same golden yellow as the sun, and were wrapped in an almost protective-looking gesture around the lower part of the circle.

This emblem was one of the symbols of the two Royal Princesses, and a sign of their unified stand in protecting, defending, and leading Equestria. It had only surfaced in recent times, as a sign of Princess Luna's return from exile, and was clearly being used tonight to mark the anniversary of their induction as Equestria's ruling sisters. Many of the tapestries also held the emblem of Equestria itself, along with stylised likenesses of Celestia and Luna. These symbols were also seen on banners hanging from the high, vaulted ceiling of both rooms...even the floor of the lobby had a massive design of Equestria's emblem on it, for those looking down from the upper balcony overlooking the lobby.

Overall, it was obvious that the castle had been given a splash of warmth and colour for the evening, something to add to the expansive of white walls and support columns, all trimmed in gold. Starfall had never seen the castle like this, and could already tell the night was going to be big. The entrance hall was lined with tables of food, and the lobby had clearly been turned into a massive dance floor, complete with a raised stage where none other than the Canterlot Grand Orchestra were set up, all variously tuning their instruments, preparing for the night. Starfall could see Octavia among them, but at this distance, standing on the far side of the entrance hall, she was unlikely to even look through the grand doors in his direction, let along recognise him.

As it was, it was clear that the entrance was being set up as the general social area, where ponies would meet up, mingle, and eat and drink the night away, while the lobby was the dance and entertainment. Starfall could also see that the massive Canterlot gardens were open and accessible from the lobby, where ponies could meet and talk with a little less noise, and a little more privacy, surrounded by the calming presence of nature, and all the exotic plants and animals Princess Celestia had seen fit to add there.

With all there was to see, and that, despite the fact that it was still about half an hour before the official opening of the Ball, a small crowd had already started filling up the hall and dance room, Starfall could tell this was going to be big. Even now, more ponies were queuing to get in, having to wait while Royal Guards checked their ticket against the pony in question. Already, close to a dozen would-be party crashers had been thrown out with pointed warnings that any further attempt at misbehaviour would see them arrested. Security was tight, and the guards were taking their job very seriously tonight.

Starfall, along with Twilight and her five closest friends, had all travelled to the Ball together, and were currently just chatting away in the entrance hall, passing the time. Like Twilight, all her friends had commented that they were wearing the same outfits they had worn to the Grand Galloping Gala they had all attended together some time ago.

Applejack's outfit was a strange blend of the class and sophistication expected at such events, while still being true to the earth pony's country leanings, and seemed to have taken significant inspiration from old Western outfits. A brown saddle lay over her back, the sides of which were emblazoned with a single red apple. The bulk of the dress was actually split into two, covering her flank and rear legs, while leaving her tail, which had been done up in a plait, same as her mane, free to show. It was a bright, grassy green, with white trim covered in more apples at the ankles. Shin-high, heeled cow-pony boots, in the same green as her dress, adorned her front hooves, and like Twilight, the dress had simple green collar, fastened around her neck by an apple-shaped brooch. Her iconic, dusty Stetson hat had been replaced by an identical hat, only in had some simple designs marked in, including the same red apple design that seemed to feature all over her ensemble. It lacked the elegance of the other outfits, but it suited Applejack completely, and see seemed comfortable in it, which was all that mattered in the end.

Rainbow Dash's dress was as bold as she was, to put it simply. Rarity had obviously taken her weather-patrol duties, and her rainbow mane as inspiration, the main part of the dress being a striped piece that made it look like the tomboy was trailing a massive rainbow behind her, the whole thing trimmed with a fluffy-white, cloud-like edge. Her dress had no collar, being secured to her body instead by a couple of rainbow straps that came under and around the base of her wings to reconnect back with the top of the dress, her wings naturally holding the dress on her, whether they were folded or outstretched. Instead of a collar for the dress, Rainbow instead had a simple beaded necklace, the front having six purple beads arranged in a downward pointing triangle formation. Her normally wild hair had clearly been neatened out, and tied down near the ends, while a small, gold, leaf-like ornament hung from her left ear, a pair of strapped, similarly gold-coloured horseshoes completed her outfit.

Fluttershy's dress was clearly inspired by nature. The flowing, pale green dress reminding Starfall of wide open fields of grass swaying in the wind. The hem was lined with blue and yellow flowers, and a band of blue ran all the way around the sides and back of the dress, imitating a river running through the field, some stylised water drops added into the design to enhance the effect. Like Rainbow Dash, Fluttershy's dress had no saddle on her back, the main body of the dress merging directly into the collar, a slightly darker green design, looking like it was made out of interlocking leaves, a brooch clasping the collar together at the base of her neck, in the shape of a pale blue butterfly. An identical butterfly was attached to her right ear as a small, simple earring, and her long mane had been given a subtle styling, small flowers hiding in the pink strands to complete the look. Simple green horseshoes, with straps designed to resemble vines twisting up her legs slightly, were attached to all four hooves to add the final touch to her outfit.

Pinkie Pie's outfit was, well...Pinkie Pie. A brilliant, almost garishly pink dress covered her, baby blue trim sitting above a frilly pink hem, the blue band dotted with pink bows. The part of her dress that wrapped around her torso had three layers of frills. The first being pale pink, the second being the brighter pink of the main dress, and the final, biggest layer being white, and full of stylised candy designs. And striped blue and white, frilled collar held to dress around her neck, a pink bow-shaped brooch finishing the look. A white and blue hat, with a pink bow on the side, and four pink horseshoes, each with a blue bow on the front, finally finished the eye-catching outfit. It was totally Pinkie, expressive and exuberant while still having some sense of style to it.

And finally, there was Rarity herself. She had designed all of their outfits, and her own did not disappoint in any way. It was a stunning, yet deceptively simple design, being a bright sort of burgundy colour, layered over itself a couple of times to make it look slightly more complex than it actually had been to make. It was covered in pale yellow trim, and the hem was a darker burgundy, long enough to actually leave a short train along the floor behind her. The hem was lined with beads of gold and pink, the whole design oozing class and sophistication, without overstating it.

The front of the dress, rather than being held to her by a collar, instead had slightly frilly sleeves for her forelegs, though the paler, pink-coloured front was hidden underneath a delicate-looking, simple shawl. Small, slightly heeled slippers, made of some kind of glass-like material, were on her forehooves, and a simple necklace was hanging front her neck, a jewel-like purple amulet resting against the base of her neck. Similar purple jewels also adorned her ears, and yet another was was used to tie her curled hair back towards the end. Finally, a simple gold tiara, the front inlaid with three small jewels, sat on her head, completing the look. It was easily Rarity's most complex design, and suited her desire to fit in with high society near-perfectly.

Starfall was amazed that, despite all the outfits having been used on a number of occasions before, they still looked as good as new. The young mares had obviously taken care of the outfits, keeping them ready for events like tonight, Starfall silently vowing, for about the tenth time that day, to make sure he took care of his own suit. As much as he had been dreading the thought of getting dressed up, the suit was comfortable to wear, and he had seen several guests giving him second glances, especially the stallions, the vast majority of whom seemed to be in generic black tuxedos, and as such were surprised with his more unique outfit.

But Starfall couldn't care less if they thought he was being rebellious with his outfit. He liked it, and it suited him, and that, to him, was pretty much all that mattered. All that was left now was to wait for the Princesses to arrive...and hope that Luna thought well of his suit.

Twilight's happy cry made Starfall turn around, expecting Princess Celestia to have arrived. Instead, his gaze found a couple who had just arrived...a couple Twilight clearly knew, and was very close to.

The mare was actually an alicorn, which surprised Starfall, never having seen any other alicorns aside from the Royal Sisters. Her coat was a pale pink colour, though her wings seemed to fade into a darker, more purple hue towards the tips. Her mane and tail were a striped combination of violet, deep pink, and pale, creamy yellow, and seemed to have been done up for the night, her mane bundled up in a complex style around the small three-pronged gold crown that sat just behind her horn. Her faded purple eyes seemed to shine with an eternal kindness, having a slightly disarming affect on Starfall...it felt like she was the kind of pony who would never have a bad thing to say about anypony, no matter who they were or what they had done.

The alicorn was also dressed up for the night, in a dress that was deceptively simple for her alicorn status, and judging by the crown, her likely status as royalty as well. Her dress was a simple gold gown, covered in swirling patterns of white, the hem being a slightly frilled white as well. A collar of the same patterned gold material kept the dress up over the base of her wings, fastened around her neck by a complex brooch, depicting a multi-faceted, pale blue crystal heart surrounded by gold metal lace which, unknown to Starfall, matched her cutie mark perfectly. Simple gold horseshoes covered her hooves, and pale blue crystals adorned her ears, completing the look of simple elegance.

The stallion's identity, however, was one Starfall knew, even if not directly. The white coat hid a well-built, strong frame, clearly in top shape, and more than capable of soundly out-muscling Starfall's wiry build, even without the likely powerful magic his horn could produce at a moment's notice. His mane and tail were various shades of blue, and Starfall blinked in surprise that the style was nearly identical to his, long and wild, but still with some sense of neatness to it. Starfall also noted that his hooves were also a bright blue colour, his eyes being a paler shade.

Interestingly, the stallion was not dressed in a tuxedo like most of the other stallions, but had gone for something more unique. A bright red jacket, fastened down the front by white buttons, looking like some kind of slightly out-dated, but still eye-catching ceremonial uniform, was his choice, a brown belt keeping it secure around his middle, while the collar and the ends of his foreleg sleeves were gold, with simple white designs on them. A couple of white straps, stretching diagonally across his shoulders and crossing each other on his chest, held a badge of sorts, the white, shield-like badge containing a simple six-point star, magenta in colour.

The stallion's cutie mark was nearly identical to the badge on his chest, the big differences being the shield was dark purple instead of white, and had three pale blue, five-point stars arranged above it. The six-point star in the centre of the purple shield, however, was the biggest clue to the stallion's identity. The design was identical to the core part of Twilight's cutie mark, which meant that, even before Twilight cried their names, Starfall was certain this could only be Shining Armor, Twilight's older brother, making the pink alicorn mare Princess Cadance, Princess Celestia's niece, and Shining's recently wed wife.

"Shining! Cadance!" Twilight shouted, trotting forward to wrap her brother in a warm hug, making Starfall smile wistfully. The two siblings were obviously very close, leaving Starfall wishing his own family was as tight-knit and loving as hers. Even Cadance leaned down to give her new sister-in-law a hug of her own. "I'm so glad you made it!"

Princess Cadance smiled down at the young unicorn. "Of course we did. I couldn't the celebration of my aunts' coronation, now could I? Besides, it was the perfect chance for us to catch up with you."

Shining nodded, adding his own agreement. "It's great to see you again, Twilie," he said with a warm smile. "Staying out of trouble?"

Twilight smiled. "You know I always stay out of trouble," she complained, giving a mock pout at her older brother's smirk. Even Cadance seemed amusement at the playful bickering the two of them were sharing, Starfall unable to help smiling himself.

Eventually, Princess Cadance noticed the group behind Twilight. "It's good to see all of you again, as well," she added to the five mares, who all smiled and gave short bows in her direction. She paused as she noticed Starfall, though, the stallion giving her a nervous smile. "I don't recognise this young stallion, though you seem familiar, mister...?"

Starfall stepped forward, bowing, before holding out a hoof. "My name is Starfall, ma'am," he introduced politely, giving a small smile as Cadance seemed to recognise the name, Shining's ears also flicking in his direction.

"Starfall?" the white stallion repeated, looking back to Twilight. "He's the friend you mentioned in your letters, right?" he asked, Twilight nodding at the question, Starfall ducking his head a little self-consciously. Even now, he still was not used to ponies talking about him in such a happy, positive fashion.

Cadance smiled. "It's not just Twilight, dear. Starfall is Princess Luna's student, being taught astronomy by her. The last few letters I've received from both my aunts have mentioned him quite a few times," she said, turning back to face Starfall. "You've left quite an impression of both Celestia and Luna, young stallion, and it's wonderful to finally meet you," she added, shaking the offered hoof, her words bringing a small smile to Starfall's face.

"Twilight's mentioned both of you a lot, it's nice to finally meet you both," he replied, giving them both a smile as Cadance pulled back, Shining putting a forehoof over her shoulders as she leaned into his neck. The two were clearly deeply in love, even if they weren't showing too much affection for the night.

Twilight gave an awkward sort of smile, before looking around. "Do you know when the Princesses are supposed to arrive?" she asked, seeming to direct her question more at Cadance. Starfall looked up at this, also curious to hear the answer. He was both really nervous, and really excited to see Luna tonight, though the nervous side had jumped up significantly seeing this close couple, which was only feeding his mind's suppressed fantasies of what he hoped this night could be...

Princess Cadance, fortunately, snapped him out of it with her answer. "Princess Celesita's just putting some final things together. I would expect them to arrive together, but the word is that nopony has seen Princess Luna all day, not even Celestia," she added, causing most of the group to frown in confusion.

"Odd..." Twilight remarked. "I know Luna's more reclusive than her sister, but even so, that seems strange, even by her standards." She paused, rubbing her chin with a hoof in though, before looking to Starfall, her eyes asking a silent question that he did not miss. She was wondering if he knew anything, or had any clues.

Starfall merely shook his head, though. "Sorry, but I have no idea. She could be a little nervous, after all, this is the first time she's really been to a major public event since Ponyville's Nightmare Night celebrations," he suggested, glancing back at Twilight. He knew she had been there that Nightmare Night, and even helped Luna fit in a little to give her an enjoyable night, even if it had started off rather badly for her.

Twilight gave a small nod. "Starfall has a point, Luna could just be nervous...I'm sure Luna will be fine once she gets here," she said, her friends nodding in agreement, Shining giving her a small. Cadance, however seemed a little less sure.

Before she could say anything, though, she appeared to notice something...or rather someone, on the stairwell leading up deeper into the castle, beyond the area where the Ball was being held. "Actually...I think I just worked it out..." she said softly, though it was enough to make everypony turn and follow her gaze.

Shining blinked, clearly surprised. Twilight's eyes went wide. Fluttershy gave a soft gasp. Pinkie just froze on the spot...an impressive feat for her. Dash gave a muttered, "Whoa..." under her breath. Applejack was a little louder in her exclamation of "Heavens...". Rarity just stared for a few seconds...before breaking out into a smile, easily the most unusual reaction of the group.

Wondering what was going on, Starfall turned around, following their collective gaze. When he spotted what they were looking at, every single thought in his head completely left him. He was dimply aware of his eyes going almost comically wide, and his jaw dropping, but it was completely ignored in favour of the sight that met his eyes.

The midnight blue gown literally seemed to sparkle with countless little points of light, much like the stars against a night sky. The body of the dress was divided into three distinct sections, separated by simple white frills, and swirling white design.

The uppermost and lowermost segments were unadorned, though the upper segment did have a space that allowed the tail through the dress, allowing it to be seen. The middle segment, however, had a large emblem splayed over it, depicting a white crescent moon, standing on it's points, two faint wings, almost blending in to the midnight background, their colour was such a similar dark shade of blue, spreading out of the sides of the moon.

Just in front of the uppermost segment was a 'belt' of fabric, clearly designed to keep the dress snug against her torso. Clasped to the top of that belt was a black collar, similar, yet slightly different from the one the mare normally wore, stretching over the base of her wings, wrapping around the base of her neck, where the familiar design of a white crescent moon was resting. As an added measure, two chains, made of interlocking white stars, stretched from the front of the collar, each one hanging loosely under the base of her wings, before joining up with the dress belt, clasped at each end by a white moon.

A pale, translucent scarf hung from her neck, glittering even more brilliantly than the dress, tied off loosely around her neck, before hanging down almost to the ground, in front of her hooves, where glittering silver horseshoes could be seen, slightly higher up the leg and more ornate than the ones she usually wore. Her crown, though, was the same simple, small black design she always wore., though she had changed her hair slightly, her fringe rearrange, two small strands having been pulled back behind her ears, trailing down to frame her face. She did not appear to have done much in the way of make-up, perhaps the vaguest hint of eyeshadow, letting her natural looks do all the work for her as she descended the stairs towards the group, head high, but still looking slightly nervous.

It was Princess Luna, but as nopony had ever seen her before. Several ponies who had just arrived stopped to stare of the Princess of the Night, all dressed up for the occasion, stunned and transfixed by the beauty she radiated. Many considered Celestia to be the more beautiful of the two Princesses, but Luna had clearly put in an effort for tonight to challenge that, and it was showing.

Starfall did not notice any of the extra attention, completely transfixed by the sight of his Princess, teacher, and secret love, looking more stunning than he had ever seen her before. Even the fact that her dressed matched his own suit with near-precision was totally lost on him, too stunned by the alicorn mare he held so dear stepping down towards him like a pony goddess descending from heaven itself.

Tonight was going to be night to remember, indeed.

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><p><em><strong>Extra Author's Notes:<strong> And now that the chapter is over, I can add these extra shout-outs without fear of spoilers! (to anyone who, for whatever reason, scrolled straight down without reading the chapter, go back and do that first!_

_The Equestria Emblem on the various tapestries mentioned early in the chapter is actually the "United Equestria" symbol, designed by "Emkay-MLP" on DeviantArt. Go look it up, the guy has some amazing stuff!_

_Princess Cadance's dress was inspired by the dress she wears in the image "Cadence" by "Equestria-Prevails", again on DeviantArt. It's not an exact match, as I added a little of my own imagination to it, but this was the core part of the design._

_And finally, Luna's outfit is taken from the image "Luna Gala II" by "CartoonTiger", once more on DeviantArt._

_Go look all three designs up! I believe FanFiction still has an issue with off-site links, hence why I haven't made any, but if I'm wrong, let me know and I'll add them up! I'm very happy to give credit where it's due!_


	40. Chapter 40: Mi Amore Cadenza

**_Author's Notes:_**_ Whew! Forty chapters! I can't believe how much I've done recently, and how big this story's grown, both in it's actual size, and in how many of you actually read it! 425 reviews and counting...you guys are all unbelievable, and I really can't thank you enough for all the attention and praise you have been heaping!_**  
><strong>

_Now, I believe "PepperjackPegasus" mentioned the slight lack of logic regarding Princess Cadance being related to Celestia and Luna. I'm not sure if Hasbro officially called Cadance as Celestia's niece or not, but since that seems to be accepted as canon by most these days, I decided to roll with it. I think the best explanation is similar to what Lauren Faust gave when asked about Prince Blueblood being Celestia's nephew. Basically, either Celestia and Luna have another sibling that no-one is aware of at this time, or that Cadance is really Celestia's distant niece, several times removed, somewhat like Blueblood is._

_Hopefully that cleared up my thoughts on the matter a little bit. As per usual, I won't say much more...way too much potential for plot spoilers everywhere now. Just be patient...all your questions about loose plot elements in this story should be answered...and soon._

_As such, I won't delay you any longer! Read on, and thank you again for reading!_

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><p><strong>Chapter 40<strong>

**Mi Amore Cadenza**

For several long, hazy moments, all Starfall could focus on was Luna, and how she looked all dressed up for the Ball. Starfall always believed she was beautiful as she normally was, but this...this was simply beyond stunning. The further she came down the stairs, the more details Starfall could see of her dress, and the more enraptured he became at the sight.

Eventually, the light tap of a hoof against his shoulder help bring him partially back to his senses, the voice of Princess Cadance in his ear snapping him back to reality with a slightly nauseating jolt. "Breathe, Starfall...remember to breathe."

Realising that he had indeed been holding his breath since he first laid eyes on Princess Luna, Starfall finally took in a deep breath, trying to be as subtle about it as possible, blushing slightly as he realised that Princess Cadance had picked up on how Luna's beauty had totally floored him. He looked over at her, trying to read her expression, to see if she suspected anything further, but her attention had already turned back to Luna, a faint smile on her face.

Starfall turned back to face Luna, just as she reached the bottom of the stairs, noticing out of the corner of his eye that most, if not all of the ponies currently in the Entrance Hall had stopped to stare of the Princess of the Night, looking like nopony had ever seen her before. Most of them were stunned speechless, much like he had been, while others appeared to be speaking to each other in hushed tones, likely discussing Luna's outfit, and how it looked on her.

Finally, Luna approached their group, giving a small smile, looking slightly nervous...Starfall knew she had never dressed up for any occasion before, and this must be a new, slightly awkward experience for her. The Princess of the Night turned her attention to Princess Cadance first. "Young Cadance, we hope thou art well?" she asked.

Cadance smiled at her aunt warmly, looking like she was just barely resisting the urge to walk up and hug the Princess, not wanting to ruin the neatness of their dresses so early in the night. "I have been very well, Luna, thank you," she said, as Shining Armor gave her a small bow, apparently retaining his professional formality even in the wake of being married to a Princess.

"Rise, Shining Armor," she said with a hint of a smile. "Thou art a Prince, now...there is no need to bow before us," she said kindly, Shining Armor slowly rising back to his hooves.

After the two exchanged a silent, but no less warm greeting, Luna moved on to Twilight and her circle of friends. "Twilight Sparkle, and thy friends, as well...we are glad thou could all make it tonight."

"Wouldn't miss it for the world!" Rainbow Dash replied emphatically, getting an enthusiastic nod and murmurs of agreement from her friends all around.

Twilight, however, did have a question. "Is Princess Celestia still setting up the final preparations?" she asked simply, clearly eager to meet her teacher and primary role model.

Princess Luna gave a small, slightly hesitant nod. "We believe so, Twilight...we must admit we have avoided her today. We wished this..." she gestured to her dress. "...to be a surprise, both to her and to our esteemed guests."

As if that point triggered the next event, the Princess of the Night finally turned her attention to Starfall, the young stallion fighting the urge to both hyperventilate and go all giddy. From this close, the way the dress enhanced her natural looks was just even more prominent, and it was taking all the self-control he had not to blush like some immature school-colt thinking about his first crush.

"Starfall," Luna said, sounding rather unsure about what she wanted to say, which surprised Starfall. She had invited him as her guest of honour for a reason, right? But then again, he reasoned, that could be the source of her uncertainty, since she had never done this before. "Thou appears unusually quiet, my student. Is something troubling thee?" she asked, sounding genuinely concerned.

Out of the corner of his eye, Starfall thought he saw Cadance trying to suppressed an amused smirk...but it was gone so fast, he was not sure it had even existed in the first place. Clearing his head, he tried to focus on answering Luna's question. "Nothing's wrong, Luna..." he said, pausing briefly as he heard himself stammer a little. He gathered himself, before doing something he had not done in some time...bowing before the Princess of the Night, a gesture which seemed to surprise Luna. "I was just...caught a little off-guard when I saw you, that's all," he explained, trying to be honest without giving the Princess reason to suspect that his feelings for her was even stronger than ever before. "You look...absolutely amazing, Luna. Really..." he forced himself to shut up at that point...even he could hear the awed sincerity in his voice...too much of it, and worried that he had let on more than he intended.

Luna, however, seemed to miss it in her own nerves, and the rest of the group seemed to be too focused on taking in Luna's new appearance, as the Princess of the Night gave one of the brightest smiles Starfall had ever seen grave her features. "Thou flatters us, Starfall, but we thank thee all the same. Thy own appearance has become rather...dashing," she returned with a compliment of her own, Starfall once more ducking his head to try and hide his blush, stammering a muttered thanks.

Luna's hoof against his chin quickly saw Starfall attempting to bring said blush under control before he was forced to look the Princess in the eyes. Fortunately, by the time he slowly raised his head, he seemed to have done enough, Luna still smiling. "Relax, Starfall. Thou hast no reason to fret. Calm thy nerves, and enjoy thyself...that will make this night memorable for thee," she said.

Starfall let himself get lost in her eyes for a moment, before taking a deep, calming breath, nodding softly. "Thanks, Luna..." he said softly, giving her a small smile.

For a few moments after that, things seemed to settle into a comfortable silence among the group, obviously waiting for Princess Celestia's arrival so they get the Coronation Ball started officially. The silence did not last very long, however, Starfall looking over as Cadance stepped forward, clearing.

"Luna, do you mind if a borrow Starfall for a private word?" she asked, making the yellow pegasus in question pause. Why would Princess Cadance want a private work? Luna seemed to have a similar line of thought, raising an eyebrow at her niece in silent query. "I just want to ask him a few things, and would rather not any random ponies interrupting us," she explained simply.

Despite Cadance's explanation, Starfall's sudden feeling of foreboding did not ease at all. He could not help but fear the worst...had Cadance noticed? Was she onto his romantic feelings for her aunt? He tried to keep himself calm, and hope for the best, however...maybe she was curious about a few things, like anypony else? According to her own word, Celestia and Luna had told her a little about him, but there was every chance there were things she wanted to know directly from him...he hoped.

Luna did not seem to find anything suspicious about Cadance's request, however, giving her a small nod. "Very well, Cadance, the door over there leads to a hallway that's off-limits for the Ball," she said, getting the attention of the two guards watching the doorway, giving them a few silent signals, obviously prompts to tell them that Cadance and Starfall were to be given access, before turning back. "Go ahead, we shall send word when our sister arrives," she added.

Cadance gave an appreciative smile, before turning to Starfall. "Shall we, Starfall?" she asked, before turning and giving Shining Armor a quick kiss on the cheek. "I'll be right back, dear," she assured her husband, before heading off, Starfall following behind, trying not to show his reluctance. He felt like he was walking into a trap...an interrogation involving questions he did not want to answer.

But Cadance's smile never left her as they made their way through the door, into the dim hallway, the guards closing the door behind, leaving Starfall completely along with the pink Princess, still trying not to show his nervousness...at least the poor lighting helped hide the details of his facial expression.

When Cadance finally spoke, her first question caught Starfall totally off-guard. "So, Starfall...what do you know about me?"

The question was so unexpected, so different from what he had feared, that it actually took him a moment to realise exactly what she had asked. "What? I...well, not all that much, I'm afraid. Twilight and Luna have both mentioned you, but most of what they discussed was about your wedding to Shining Armor. Twilight did mention you used to be her foalsitter when she was a filly, though," he added.

Cadance nodded, a nostalgic sort of smile appearing on her face. "Yes...I used to foalsit for many Canterlot families when I was a bit younger, though Twilight was always the one filly I looked forward to caring for the most. But none of them have really discussed anything else about me? What I really do? What my talent is?" she asked.

Starfall was confused by this line of questioning...Cadance did not seem like the type to be vain like this, so why was she so curious about how well he knew her? Still, she was asking, prompting him to shake his head. "I'm afraid not, I guess it just never came up," he said.

Cadance, however, did not seem bothered by this, instead gesturing to the brooch at the base of her neck, the blue crystal heart. "Do you see this?" she asked, getting a quick nod from the stallion. "This brooch is actually the same design as my cutie mark," she explained, Starfall nodding again, though his growing confusion was becoming more an more noticeable, still having no clue exactly what point Cadance was trying to make with all this.

Cadance now smiled, stepping a little closer to him. "You see, I have a talent for spreading love wherever I go. With a single spell, I can make quarrelling couples remember why they love each other, and stop their fights, and rekindle romantics passions that have been suppressed for days, even weeks."

Now Starfall was nervous. The way the subject had suddenly jumped towards love and romance, and the way Cadance was looking at him with that small smirk. It was no coincidence, and Starfall could almost feel his prayers vanishing in that instant. She knew...she knew about him, and his feelings for Luna.

Cadance continued speaking, however her tone had that edge to it, that slight sense of triumph, in discovering a well-hidden secret. "I can also sense feelings of love if the pony is nearby," she said, Starfall now forced to look up at her as she stepped right up to him, unable to tear his gaze away from hers, as much as she wanted. "I can even tell who those feelings are radiating from, and for whom the affection is directed, if the feelings are strong enough."

Starfall swallowed nervously, just barely resisting the urge to turn tail and run. He was busted...completely, totally and utterly busted...by a relative of Luna's no less. Could this possibly get any worse?

Cadance, however, did not seem quite ready to put him out of his misery just yet. "You, my little pony, have been radiating such feelings so strongly, I'm actually surprised everypony else hasn't noticed it yet," she said, Starfall unable to take as much relief from that statement as he would have liked. Everypony else might be clueless now...but when Cadance left this room, it was highly unlikely it would remain that way.

As Cadance looked down at him, Starfall feeling his legs beginning to shake slightly, she finally asked a question that put it beyond doubt that she knew. "So, what I want know is this...how long?" it was a simple, almost vague question, but Starfall knew exactly what she meant.

For a brief moment, Starfall considered lying, or bluffing, trying to find some way of getting out of this impossible situation. But in the end, he knew it was pointless...Princess Cadance was obviously aware he was head over hooves in love, and knew exactly who those romantic feelings were aimed at. There was nothing left to do but come clean, and pray for some small mercy.

Sighing heavily, Starfall finally replied, lowering his head. "I've...liked her, for a couple of months, I guess," he admitted softly, his voice extremely hesitant, barely above a whisper. It was still taking a lot of effort to resist fleeing in embarrassment and shame.

Cadance, however, seemed to be looking for specifics. "And when did that feeling go well beyond like?" she asked again. Surprisingly, the triumphant tone in her voice had eased slightly, and now she sounded almost...gentle?

Trying to figure out why Cadance was taking this so well...or perhaps if it was just a ruse, Starfall hesitated in answering. The hesitation prompted Cadance to speak again. "Starfall...relax," she said gently, putting a hoof on his shoulder...but in a gentle, calming gesture, making Starfall pause. "I'm not here to ruin your night, or Luna's...I just want to know what's going on, especially since you're trying so hard to hide it."

Starfall grimaced...not entirely convinced that Cadance was merely curious, but figured he might as well let it all out now anyway...it was clear that she knew more than enough. "I...I didn't realise I, well...loved her, until a couple of days ago. But...the thing is, Luna found about I kind of liked her a while ago, earlier in our lessons," he said.

Cadance nodded. "Judging by your secrecy and current nerves, I'd say she took it poorly?" she asked, getting a nod from Starfall.

"You have no idea...she didn't want anything more to do with me, but Princess Celestia convinced her to keep teaching me. But that was on the condition that I get over my feelings for Luna, and...well..." he said, not bothering to finish. It was blatantly obvious he had failed to meet that condition. Not only that, but his feelings for Luna had not just resurfaced, but grown even stronger than ever before, and pointedly refusing to slow down.

Cadance gave him a small smile. "It hasn't quite worked out that way?" she offered, Starfall giving a glum nod. Cadance once more gave him a small smile. "Starfall...look at me," she asked, her voice still gentle, but with a slight, firm edge...enough to make Starfall look up, clearly still frightened of what would come of such an obvious exposure.

Cadance's smile, however, never faltered, and now that Starfall was looking directly at her, he could see the kindness extending to her eyes...she wasn't upset or angry over his romantic feelings and hopes towards Princess Luna. "Starfall, if there's one thing my talent has helped me learn, it's that love is something that is very often beyond our control. Celestia asked the impossible of you when she requested that you move on...love doesn't just die like that. But why haven't you talked this out with Luna? You do realise that hiding it does nothing but hurt you in the end, right?" she asked.

Starfall sighed, already having had this argument inside in his own head. As such, he had an answer ready almost the moment Cadance finished her question. "And what of hurting Luna?" he asked back, seeming to surprise Cadance. "She's already said quite explicitly that she's not interested in any such thing with me...she doesn't need me fawning all over her again. Besides, she's an immortal alicorn, and a Princess. I'm just...well..."

Cadance, however, cut over him, clearly trying to steer him away from his line of thought. "You, Starfall, are a brilliant, kind-hearted young pegasus, and Luna thinks more highly of you than I think even she realises at the moment." Her words caught Starfall off-guard, looking up at her again. "Why else would she invite you to this Ball as her honoured guest? Starfall, I may not have been around before Luna was exiled to the moon, but I do know this: Luna has never lead a very...popular life. She's always been forced to live in her sister's shadow, everypony adoring Celestia and her day, while Luna, and the night she works so hard on, are often overlooked and ignored."

Starfall paused, going quiet. He had always assumed, based on the legends surrounding Luna's corruption into Nightmare Moon, that Luna had often been lost in her sister's immense shadow, but to hear it now, from a pony related to the Royal Sisters, really hammered to story home that much harder. The Princess of the Night must have felt so ignored...and so alone. Like he felt in the wake of the Stratos Crossing disaster, when all his friends and family just abandoned him...left him with nothing but himself, and his misery and shame, for company.

Cadance was not finished, however...not even close. "Even after she was freed from the dark magic corrupting her, Luna simply found herself stuck in the same place...lost behind her sister's far greater popularity and reputation, and now in a world that was unfamiliar to her." Cadance paused here in her tale, seemingly deciding what to say next, before turning and giving Starfall a piercing, significant look. "Do you understand now, Starfall? You are the first stallion...no, the first pony...that has come to Luna, and appreciated her for what she is. You have a passion and a talent for the night sky, meaning you are a pony that appreciates what Luna has worked so hard to create...a rare thing for her to personally see. And now, through your lessons together, you have gotten to her for exactly who and what she is, and still care about her...Luna has never had that happen to her, friendship is always something she has struggled with. She now knows she can rely on you to stand by her, no matter what happens."

Starfall blinked, caught off-guard by Cadance's unexpected speech. He had never thought about Luna's struggles to such a depth before, and now that it was all laid out before him, it all made so much sense. Luna had grown to care about him because he was the only pony in Equestria she could really call her friend. But even so...

"But that's just it, Cadance. I'm Luna's _friend_...and that's all she wants," he explained softly.

Cadance just gave him another smile. "You might be surprised how much a pony's feelings can change in a few short weeks, Starfall. At the very least, I think she would be much more tolerant now if you were to try and explain how you feel," she added, suddenly holding up a hoof as Starfall opened his mouth again. "And before you even think of mentioning the fact that she's an alicorn, and a Princess, take a look at me and Shining Armor. I am an alicorn, no different from Luna, and while I don't have the same status as her, I'm still a Princess. Shining Armor is a perfectly normal unicorn, just as you are a perfectly normal pegasus. It's like any relationship between different kinds of ponies; it doesn't matter what you both look like, or if you have wings, a horn, both, or none. If there is love there, then the couple can always find a way to make it work, if they're willing to look for it."

Starfall opened his mouth to protest further, but stopped when no argument came. Cadance had soundly beaten every one of his protests about the logic of a relationship between him and Luna, and kicked them clean out of Equestria. The only real protest he could throw up was the uncertainty about Luna's feelings, and they had already covered that.

Cadance, however, seemed to notice that he was still unsure. "Look, Starfall, you don't have to talk to her tonight. But it may be one of the best opportunities you'll get...and you have to talk this out with her at some point, even if it's just to re-confirm that she's not interested in you at all, and to start looking at ways of helping you out. But keeping your feelings bottled up is not healthy, and the longer you hide it, the worse it could get when Luna does find out. You know she will, eventually...don't you?" she asked, raising an eyebrow at him.

Starfall finally sighed, giving a small nod. He knew Cadance was right...Luna would eventually figure it out, and as much as the thought of doing so terrified him, telling Luna himself would likely get a better reaction than how she would respond if left to figure it out for herself. "I...I guess you're right," he finally said softly. "I'll have to tell her soon. But...if I may, Princess Cadance?" he asked, getting a nod to go ahead. "You seem very calm...you're not upset or angry at all?" he asked carefully. While he was curious, he also hoped he wasn't just unleashing a hidden monster.

Cadance just gave a soft giggle. "Don't you worry, Starfall...I'm in no condemning your love of Princess Luna. As my love for Shining Armor proves, I have no problem with relationships between alicorns and other ponies. I do believe that it has to be a mutual thing, though, so do not press the issue if my aunt is not interested," she warned, getting a quick nod out of Starfall.

"I..." Starfall started to say something, but was interrupted, jumping slightly when the door back to the Ball behind him creaked open, whirling around to see Twilight poking her head through. "Sorry if I'm interrupting, but Princess Celestia's here...it's time to start the Ball," she called, before retreating out of sight once again.

Starfall sight, before glancing nervously at Cadance, her smile suggesting she knew exactly what he was worried about. "Don't worry, Starfall. Your secret's safe with me until you're ready to talk to Luna. I hope to hear news of what transpired between you two sooner rather than later, though...okay?" she asked.

Starfall gave another nervous swallow, before nodding, turning back to the door and steeling himself, now nervous for an entirely different reason. It was time for Canterlot to see just how highly the Princess of the Night though of him.

As he walked back, Starfall silently realised that Cadance was right, tonight, while the festivities were in full swing, and Luna was in a good mood, would be the best time for him to explain his love for her. He just needed to find an opportunity to get her alone for a private word...and hope that her reaction was better than last time...he already knew that it was too much to hope for her to return his feelings.

As he returned to the entrance hall behind Cadance, he had to fight to keep a straight face as he saw Luna again, beating back his nerves forcefully. He did spare a glance for Princess Celestia, who was the only pony in the room who had not dressed up for the occasion, apparently believing that her golden crown, collar, and horseshoes were enough...which in her case, as ruling Princess, it actually kind of was.

Luna, however, brought his attention back to her as she smiled at him, gesturing for him to stand by her side...to be with her, as her honoured guest, as they opened the Ball officially, her question bringing a nervous smile to Starfall's face as he took his place, and prepared himself. "Shall we get this glorious occasion started, Starfall?"


	41. Chapter 41: The Coronation Ball

_**Author's Notes: **Another chapter done! And from here on out, things are going to get really interesting...and you're all probably going to hate me at more than a few points._

_I'll take a quick moment to point out a few things from the feedback from last chapter, the first being someone's mentioning that Princess Cadance should actually be spelled "cadence". In actual fact, every source I have come across has listed her name as "Cadance"...whether it was a deliberate misspelling, or a goof that the development team decided to roll with, I don't know...but somehow, I kind of prefer it that way._

_Someone was also curious about my mention of Princess Cadance being able to sense feelings of deep affection and love, and thus being able to feel Starfall's love for Princess Luna. To my knowledge, this ability is not in any way canon to the show. I simply took what was known about Cadance's special ability...to spread love and happiness...and added my own little flair to it._

_Lastly, to those who are curious...yes, I have watched the Season 3 opening episodes. I will not say anything further than that, due to spoilers or those few among us who have not watched it. In case I haven't made it clear enough in my stories, Magic in the Stars, from start to finish, is set between the Season 2 closing episodes, and the Season 3 opening. So any new events that Season 3 bring up should have little to no effect on the canon-accuracy of my story, hopefully, and no elements from the new episodes will be used in my story, either._

_Once again, thank you to all my readers, reviewers, and all those who have faved and alerted my story. Now read on...the Ball is about to start!_

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><p><strong>Chapter 41<strong>

**The Coronation Ball**

"Who is that stallion? The one beside Princess Luna?"

"Princess Luna brought a personal guest?"

"He did not bother with a tuxedo, I see. Some ponies..."

"Are that stallion and Luna wearing matching outfits?"

Starfall tried not to let his nerves and doubts at the whispers he could hear from the ponies around him show. The attention, and some of the haughty stares, were making his self-consciousness flare up, making him want to lower his head and hide himself from view as much as possible as he stood beside Princess Luna, up on the main balcony overlooking the dance floor.

On Luna's other side, he could see Princess Celestia, ever regal, standing proudly as she looked down at the gathered ponies. On Celestia's far side, Twilight stood tall, as the Sun Princess' guest of honour. She, too, looked a little uncomfortable being in the spotlight, but did not seem to be nervous...likely used to it.

As Starfall turned back to face the front, he briefly caught Luna's eye, the Princess of the Night giving him a subtle, encouraging smile. That was what Starfall needed...a reminder that, no matter what anypony thought of him, Luna had chosen him for a reason...and that he was by her side tonight because he deserved to be there. The small gesture, and the thought that accompanied, gave Starfall the confidence he needed, standing as tall as he could by Luna's side...she wanted him there, and that was enough for him.

He tuned out the whispers, and ignored all the pointing and staring, instead focusing his attention on Princess Celestia, as the eldest Princess finally started to speak. "Fillies and gentlecolts, it pleases me to once again be standing before you all, another year on, as we celebrate on more year in Equestria's bright, golden age of peace and prosperity!"

Being that almost all the gathered ponies were high-society Canterlot locals, there was nothing but silence in the wake of Celestia's opening statement, the crowd simply politely waiting for her to continue. After a brief moment, as if seeing whether anypony wanted to liven things up, Celestia did just that. "The year, like any other, has been full of triumphs and struggles, joy and heartache, friendship...and loneliness." The last part was made with a glance towards Luna, the muttering that came up showing that very few ponies missed it.

"But I am proud to see that you, my loyal subjects, continue to fight through the strife, and help maintain Equestria's prosperity and wonder in ways that I alone could never accomplish. This year has seen many wonderful things come to pass. We have seen the union of Princess Cadance and Shining Armor, both of whom are here tonight with us." Celestia once more paused, seemingly for some small dramatic effect, before finally turning to face her younger sister fully, speaking up once more. "It is also the first Coronation Ball in over a thousand years where my sister, Princess Luna, will finally rejoin us! And I for one, am very happy to have the Princess of the Night back by my side."

Again, the declaration caused scattered murmuring, but nothing of the scale of most other, more public events. Even Pinkie Pie, who Starfall could see standing down below, was making an effort to stay calm and quiet, though even from up on the balcony, he could see that it was taking a supreme effort on her part. For once, part of Starfall wanted the hyperactive pony to do something...this crowd really needed an excuse to lighten up and live a little, as hypocritical as it sounded for him to think that.

Princess Celestia also seemed to realise that she was not going to entice any cheering or other lively acts of emotion, and so closed her speech off relatively quickly. "As you can all see, we have a lot to celebrate this year, so I will not waste your time any further. I officially declare this Ball open, and hope that everypony enjoys themselves to the fullest extent possible."

Finally, the closure of Celestia's speech drew some kind of reaction, a wave of polite, but restrained applause and hoof-stomping following her speech, as Celestia turned to head back towards the entrance hall, Twilight immediately falling into step behind her. The orchestra in the lobby, given their cue, started up their first, relaxed tune, as conversations started up left right and centre, ponies finally starting to mingle and get into the spirit of the night now that the Ball had officially opened.

Luna's voice in his ear had Starfall turning to face her, though. "I must speak with my sister about some...personal matters," she stated, sounding slightly apologetic. "Art thou able to entertain thyself until we return?"

Starfall gave her a small nod, smiling. "Of course, Luna. Take all the time you need," he said, getting a grateful look from the Princess in return, before she turned, heading off after her older sister.

Starfall, in the meantime, turned back to the Ball itself, sighing...his assurance to Princess Luna suddenly seemed so hollow...parties really just were not his thing. Still, he had said he could entertain himself. As such, he wandered off around the balcony, towards a staircase leading back down into the lobby, deciding he could start by at least wandering and taking in the atmosphere, see who was here, and what there was to do.

He did not manage to get very far, though, before a familiar, vividly-coloured pegasus appeared in front of him, grinning at him. "Hey, Starfall!" Rainbow Dash said, hovering in front of him a moment, before dropping down onto her hooves beside him, nudging his side with her hoof. "So, what's it like? Standing up there, next to the Princesses, looking down on everypony?" she asked, the question making him pause.

"I..."Starfall mumbled, trying to come up with an answer. "I guess it was...kind of awkward, really. I mean, I know Princess Luna chose me because she trusts, respects, and likes me, but still...it's all so new to me, still," he finally explained.

Rainbow Dash, however, pouted at his response, clearly having hoped for something different. "Oh, come on, Starfall! You must have thought it was really cool, even if for just a moment!" she practically demanded, though her grin told him there was no hard feelings...it was just the way Rainbow Dash was.

Starfall sighed. "Maybe for you, Dash...but trust me, I've already had enough of being in the spotlight to last a lifetime," he said, Dash groaning and grumbling to herself, but otherwise seeming to let him have it his way.

She obviously wasn't done, though. "Oh, by the way...what did Princess Cadance want with you, anyway?" she asked, making Starfall freeze. Definitely a question he did not want to hear...and one he certainly could not give Dash a straight answer to...at any cost. At least, not until he had a chance to speak to Luna about a few things.

"Uhh...not all that much, really," Starfall bluffed. "She was just a little curious about me. I mean, she'd heard about me through correspondence with Twilight and the Princesses, but she just wanted to ask me a few things, you know...find out for herself."

Dash gave him a hard, piercing stare...clearly not exactly. "Uh-huh...and if she was just curious, then why did she want to speak to you in private, huh? What are you trying to hide?" she asked, though it sounded more like a demand, her persistence making Starfall even more nervous than before, as hard as he fought to keep it hidden.

"Nothing, Dash," he replied. "She was worried that some of the things she was curious about might be a little sensitive or personal," he said, which technically was not a lie, in a way. Even so, the rainbow pegasus still seemed unwilling to let the matter go.

"What do you mean, 'personal'?" she interrogated, Starfall feeling all the more uncomfortable. "Come on, what could you talk to Cadance about that you can't talk to me about?" she demanded, sounding almost genuinely hurt, though more angry than upset by it.

If Rainbow Dash was doing it as a guilt-trip, it was working, Starfall feeling kind of bad that he could talk to Cadance, a mare he barely knew at this stage, about something that he felt too uncomfortable discussing with closer friends like Rainbow Dash, or even Twilight.

Even so, he could not talk about it, and so tried one last bluff. "I never said I actually discussed personal things with her. She...she had heard about my past...about Stratos Crossing," he lied, though the sad tone in his voice at the memory was very genuine. It also seemed to give Dash pause, so he pressed on. "She was curious about that, but knew it was a...touchy subject, and didn't want to discuss it out in the open, in case I hadn't told any of you about it..." He felt bad, lying to a friend like this...but the potential for disaster the truth could cause was even worse to think about. He would just have to come clean after speaking to Luna, and apologise for misleading Dash.

As it was, Dash's ire finally seemed to deflate, giving him a slightly sheepish look. "Yeah, I guess. That's still a little difficult to think about, huh?" she asked, Starfall giving a small nod. Rainbow gave him a quick nudge, obviously trying to get him to stand up straight. "Hey, cheer up...you were the hero of the day, then! You couldn't have done anything more. Besides, tonight's not the time to be thinking of such things. Just have fun!" she added, giving him her signature grin.

Before Starfall could say anything more, Dash raced off, obviously looking to do something. He breathed a quick sigh of relief, glad he had escaped that potentially awkward conversation, before looking around once more, seeing if Luna had come back.

Sure enough, there she was, wandering back from the entrance hall with Celestia, Twilight also having joined them. Twilight and Luna appeared to be discussing something, while Celestia seemed unusually reserved and silent, a thoughtful look on her face. Whatever Luna had wanted to speak with her sister about, it seemed to have left the older princess troubled.

As the three made their way into the crowd, Luna glanced up, obviously looking around, eventually pausing when her gaze tracked him down. Despite the warm look she had, she seemed to hesitate when she spotted him, going still for a brief moment, indecisive...probably considering whether to join him once more.

She quickly reached her decision however, saying something to Twilight that Starfall's ears had no chance of picking up, Twilight nodding and heading off on her own, towards the gardens, before Luna turned and made her way towards him. Halfway there, however, she stopped, before detouring over towards the stage where the Canterlot Grand Orchestra were currently playing, Starfall cocking his head in curiosity as she appeared to speak briefly with the orchestra's conductor.

Before Starfall could decide whether he should head forward and see what was going on, or to just hang back and wait for Luna to finish, the decision was made, Luna seemingly finished as the conductor gave an uncertain nod, the Princess of the Night once more heading his way, finally speaking once she was within comfortable earshot of him.

"We apologise for leaving thee to fend for thyself, Starfall," she apologised quickly, Starfall quickly waving it off. She was a Princess alongside her sister, things were bound to come up at inopportune moments, and he understood that.

"It's alright, Luna. I'm sure you had a good reason," he said, deciding not to ask about what she talked to Princess Celestia about, as it was highly likely to be a private affair. He might be on very good terms with the Princess of the Night, but that still did not mean he was entitled to know any more royal affairs than strictly necessary...his knowledge of the magic in the stars was probably still one secret too many.

Princess Luna once more gave him a small smile. "We thank thee for thy understanding," she said appreciatively, before looking over as the orchestra finished their latest song, quickly catching the conductor's eye, before turning back to him. "Allow us to make it up to you, she said, stepping in front of him, holding out a hoof as the next song, a slow, swaying piece of music, clearly created with ballroom dancing in mind, starting to play, Starfall's jaw almost dropping free for the second time that night as he realised what the Princess was doing, even as she spoke up again. "Shall we, Starfall?"

Starfall was totally floored by what was happening. Princess Luna, his mentor, friend...and the secret love his heart cared for and desired more than any other mare, was actually offering to join him in a dance. He struggled to wrap his mind around it for several moments, before nerves started to kick in. He knew he was fairly horrible at dancing, thanks to Pinkie Pie's party back in Ponyville...and without any lessons, he knew that ballroom dancing would be something he was just as inept at.

He also knew that Luna knew this fact all too well...and yet here she was, still asking for his company in this dance, obviously not bothered by his lack of skill. She seemed to just want to share a dance with a close friend, and Starfall could not bring himself to deny her that because his own ability was non-existent.

Giving her a highly nervous smile, he clasped his hoof against hers, nodding in silent acknowledgement of her request, Luna giving him a smile right back as they made their way out onto the dance floor.

Naturally, it was impossible to hide their intention out in the open like this, and so the various guests at the Ball starting turning to watch them, the whispering voices only increasing in number as Starfall took his place, grimacing as he that the crowd had sort of shepherded them to the centre of the dance floor, and were quickly forming a circle around them to observe, though some ponies continued with their own dancing in the meantime.

"Relax, Starfall," Luna whispered, so only he could hear, gently bring his attention back as he swallowed nervously, looking at his hooves briefly, trying to remember what little he knew about this kind of dancing. "Let them watch...let them know that it is thou, Starfall, that is our most valued student...and friend."

Starfall wasn't exactly calmed by her words, but it was touching for him to have yet another reminder of just how much she thought of him. Swallowing, trying to calm his nerves, feeling them starting to cause him a mild headache as the crowd of ponies continued to gather around, he focused his attention back on Luna. Recalling what he could about dancing in this kind of formal setting, he hesitantly held up his left hoof, taking Luna's right hoof, while propping himself up on his hind legs so he could wrap his remaining hoof around her waist, feeling Luna's left hoof settle on his shoulder, her subtle smile telling him he was on the right track.

Starfall took a few more deep breaths, trying without much success to settle his nerves, before pausing as Luna whispered in his ear. "Just follow our lead, Starfall...we will not lead thee astray." Fighting back a blush as he realised just how close and...intimate, this dance position actually was, he gave a hesitant, shaky nod, Luna finally moving as the music gave a soft, brief swell, almost as if it was their cue to begin.

One...Two...Left...Right...it took every ounce of Starfall's concentration to keep pace with Luna, and move in time with her, stepping forward as she stepped back, and so on. For the first several moments, he kept his attention on their hooves, glad that Luna was only putting him through a simple, slow routine. He stuttered and faltered a couple of times, but miraculously managed to avoid stepping on Luna's hooves, and after a few awkward, tense minutes, finally had the routine down well enough to risk looking back up at Luna.

She had an encouraging smile on her face, and a slight glimmer in her eyes...she was enjoying this, and the thought gave Starfall a little more confidence, allowing him to move with surer footing and confidence, the initially, stuttering movements now turning into something that, while not being exactly graceful, was smooth, Starfall sparing a short, self-conscious glance at the crowd around them, though turned his gaze back inward as he made a brief misstep. With his headache growing rather than easing, it was too hard to concentrate on so much at once, and so kept his attention on the alicorn in front of him, soon slipping back into the rhythm of the slow dance.

The closeness, as well as the background noise of the orchestra and various conversations around the room, allowed them to whisper to each other without any chance of being heard, Luna apparently seizing on this opportunity. "Starfall...we..." she faltered, her quiet voice suddenly sounding extremely nervous about something, making Starfall look at her curiously, a little concerned. "There is something we need to tell thee," she finally said, before pausing as the song they were dancing to came to an end, both of them slowing down and finally stopping.

Starfall was about to let her go, but paused as Luna gave him a brief look...she wanted one more dance with him. "No, Starfall...let us continue," she requested, Starfall nodding. As well as he was hiding it, being this close to her...actually holding her, in a way...it was a nice feeling he did not want to lose. He was still worried about exposing his feelings for Luna before their time, but if Luna wanted another dance, he would be happy to oblige.

As they waited for the orchestra to organise themselves for the next song, Starfall heard some scattered applause coming from the crowd watching him and Luna. This was something nopony had expected, and even if Starfall knew his dancing skills left a lot to be desired, most of the guests here would probably just have been glad to see Princess Luna dance...the young stallion was sure this was the first time anypony had gotten a chance to see the Princess of the Night in such a formal setting.

The applause, and brief escalation of the murmurings, gave Luna another cover to continue speaking. "We...we are afraid, however...that we are not sure how to explain what it is we wish to speak with thee about..." she admitted softly, sounding more nervous than ever before.

Starfall tried to give her a reassuring look, but it was getting harder to focus...his headache was worsening. "I...does this have something to do with what you needed to see Princess Celestia about?" he asked, getting a slow, hesitant nod in return. "I...I'm not sure exactly what you want to talk about, Luna...but try starting somewhere you're more certain about, and go from there...you may find the words coming to you even as you speak them," he said, trying to give her another soothing smile.

The effect was ruined, however, when his headache flared, making him wince, just barely stopping himself from crying out. He could not stop the look of horror from appearing on his face as he realised what was going on. The only other time he had suffered a headache like this was four years ago...back when...

"Starfall?" Luna called, her voice now full of concern...she had noticed his pain. "Art thou ill? Dost thou need to rest?" she asked, looking a little torn between whether they should continue, spoiling whatever moment she had planned, or leaving the dance floor to find him a place to lie down.

Starfall, however, shook his head...it was too late, he could tell. He had seconds left. "Luna...just...don't let go..." he pleaded through gritted teeth, fighting off the presence pushing at his mind the whole way. The moment he felt Luna's grip on him tighten however, he gave in, letting the presence take over his mind, the vision consuming his senses and pulling him out of reality...

_He was not taken very far in his vision, however. In fact, it looked like he was still at the Ball in Canterlot Castle, only now he was outside, in the gardens, looking down on the wondrous flora and fauna. But he could see ponies fleeing, all of them coming from the direction of the main lobby...the dance room for the Ball. Something was clearly happening in that room...something bad._

_As if triggered by this thought, Starfall had a brief bought of disorientation as his world span and flickered, his sense leaving him for a moment, before the world re-shaped around him, leaving him in the entrance hall, where everypony had arrived for the Ball. There, at the main entrance to Canterlot Castle, was a crowd of screaming, panicking ponies, all dressed up...clearly, this vision was of the Ball itself._

_The crowd was clearly trying to get out of the castle...to flee from whatever was happening in the main room...but a massive magical force field covered the entryway, it's translucent, silvery sheen belying it's solidity, seeming to hold back the dozens of desperate ponies without too much problem. The Royal Guards stuck outside, trying to get in, were having no better luck, either._

_The scene faded out of existence once more, this time taking him outside the castle, looking at it from a short distance away. The view allowed him to watch as a narrow beam of deep blue light shot into the sky, heading up towards..._

_The scene changed again, once more depicting the Canterlot streets Starfall had seen so often in his dreams, full of screaming, panicking ponies. Now, however, something seemed off...the night sky did not look quite right, like it was too dark...too dull. But before Starfall could make sense of this, he finally saw what the source of all the panic was, his own mind going into a brief, shock-induced meltdown at the sight. It was simply not possible..._

_Again, the scene flickered and changed, now cycling through a series of rapid-fire images: The main lobby of the Canterlot Castle, still decorated for the Coronation Ball, but now full of ruined furniture and tapestries, and covered in scorch marks and craters. The gardens outside, now full of uprooted shrubs and toppled trees, a couple of spot fires burning away lazily, turning the tranquil, serene oasis of peace into a horror show. Starfall briefly caught sight of a few familiar faces...Twilight, Rainbow Dash, Pinkie Pie...and even another familiar face that could not possibly be there..._

_But the last image, brief as it was, made him freeze, filling him with horror and dread, even before he heard the awful cackling. Throughout all his dreams, he had gotten a familiar ring from the laugh, but could not place it. Now he knew...now he understood...and the pony standing there, laughing in the midst of all the panic, fear and destruction, was a sight Starfall had never, ever, wanted to see..._

As suddenly as it had come, the vision left him, Starfall snapping back to reality, yelling out and jumping, trying to regain his bearings, inadvertently pushing at Luna, who had caught his plea, and held him steady as his vision had consumed him.

Now that he was clearly back to awareness, however...and looking like he had just seen his worst fears all realised, Luna quickly moved forward again, placing a hoof firmly on his shoulder to hold him in place, the young stallion barely even aware of the way the crowd around him were conversing frantically with one another. He only just had enough focus to make out what Luna was saying to him, despite the fact that she was practically yelling in his ear.

"Starfall, what happened? Thou appeared to be lost in a trance," she cried, clearly distressed, nearly frantic, before she, too, froze, suddenly getting a dreadful thought. "Stratos Crossing...the vision...did thou...?"

At this point, however, Starfall got his wits back, looking around wildly, suddenly remembering where he was...and what could happen any second now. "Luna, listen to me! We have to get everypony out...now!" he cried, his voice full of panic and desperation. He could not let this vision come to pass...the reality would be impossible for him to face. "My dreams, it's tonight! It's..."

Out of nowhere, a pulse of pale magic streaked through Starfall's peripheral vision, never even having time to call out a warning before it slammed into the dance floor, right next to where he and Luna were standing, his words dying unspoken as the pulse detonated, Starfall's world exploding around him.


	42. Chapter 42: Panic and Chaos

**_Author's Notes:_**_ Whoa! Okay, I knew the last chapter was going to get a response, but man, 19 reviews in 24 hours is amazing! And yes, I know, I left you all on a cliffhanger there. All I can do is apologise and warn you to get used to it, because this is a big story moment, which means cliffhangers everywhere!_**  
><strong>

_And since my usual monologues can no longer work due to the threat of massive plot spoilers, I will not say anything more. Thank you for all the feedback, and for reading, and find out just what will happen next..._

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><p><strong>Chapter 42<strong>

**Panic and Chaos**

Everything merged together. Colours, shaped, sounds, even the aching in Starfall's body did not seem to have any localised point of origin...his whole being simply ached. For those few, confused moments, he briefly forgot where he was, and what was going on. He was supposed to be...somewhere...Canterlot...the castle. The Ball! Luna!

Starfall's world snapped back into focus with almost painful speed, finding himself lying on the hard dance floor, up against the edge of the raised stage...obviously having been thrown there by the force of the magical blast. His head thumped painfully...likely the onset of a concussion, and while his whole body hurt, he could not feel any serious injury, just some nasty bumps and bruises.

Another loud explosion made him jump to his hooves as quickly as his disorientation allowed him, looking around hurriedly. While he had been dazed and out of action, several more magical blasts had obvious been thrown around, several small craters dotting the dance floor, which was now almost completely devoid of ponies as they scattered, fleeing every which way. Some ran off towards the garden, mostly pegusi looking for a fly to fly to safety. But the vast majority fled for the main entrance, even if Starfall knew it was useless. Starfall knew from his vision that the main door was magically sealed, and it would foolish of the ponies crashing this party to leave the open sky above the gardens clear and free as an escape route.

But Starfall stopped, his blood going cold as he saw that, despite the dance floor being mostly clear, some ponies had not escaped the blasts. Many of them were stirring, clearly dazed like he had been...but others were still, some unnaturally so, leaving a sick feeling in Starfall's stomach...his warning vision had surely come too late for some ponies now. He briefly spotted Twilight off to one side, lying still and silent, her friends crowded around her desperately. But judging by the relative calm most of them displayed, the lavender unicorn seemed to be alive, but hurt.

Starfall saw no sign of Princess Cadance, Shining Armor, or Princess Celestia...as far as Starfall could remember, none of them had been in the room when the blasts had started...there was every chance none of them were even aware anything was wrong yet.

Starfall's attention was focused on another figure, though...Princess Luna. She had been right next to him, and right next to the first explosion. Starfall's horror only increased as he recalled that Luna's position had shielded him from the blast slightly, meaning she had taken the brunt of the impact. She was lying out in the middle of the room, and Starfall had not seen any movement from her.

His panic was only held at bay by the fact that he could see her ethereal mane and tail were still billowing faintly...she had to be alive if that was the case. But the fact that she had not moved was telling...the explosion had hurt her, and Starfall had no idea how badly.

"Luna!" without even thinking about what he was doing, Starfall leapt after her, seeking to at least find a way of getting her to a more sheltered spot, to check how badly she was hurt. He barely made two strides, however, when he felt something strike his side with a stinging, hard force, making him yell out in pain and surprise as he was thrown off his hooves, crashing down to the floor once more, groaning out of both pain, and exasperation at his own stupidity.

Before he could do anything further, however, he heard a triumphant, satisfied laughter...one he recognised, just as he recognised the voice when it spoke. "Well, well, well...isn't this a pleasant surprise!"

Starfall turned to look over towards the source of the voice, up on the balcony surrounding the dance floor. Sure enough, there he was...flanked by a few rough-looking Earth Ponies, who seemed to be keeping an eye out for any Royal Guards inside the castle that had not been subdued yet. The unicorn's black coat, faded grey and pale blue mane, and steely grey eyes were unmistakable.

"Cosmo?" Starfall asked, baffled. Even after the visions showing Cosmo being behind the mess that was to come, he still could not quite believe it. But seeing him here, now, his horn glowing with a silver aura, obviously powering the barriers keeping everypony trapped, Starfall was finally starting to accept the truth against his own will. Cosmo was crashing the party, and clearly had sinister intentions.

"Surprised to see me, Starfall?" Cosmo asked, smirking down at the yellow pegasus, clearly confident. "Thought you could get an invite to the biggest event of the year, and leave me out of it, huh? I thought we were friends?" he asked, the last question being posed in a fake, sickeningly sweet tone, clearly mocking.

Starfall, however, didn't take it as much of a joke as he got back to his hooves hesitantly, his eyes on Cosmo, in case the unicorn decided to lash out at him again. "We were, Cosmo..." he replied softly, almost to himself. "Have you gone completely mad, Cosmo? Look what you're doing, what you've already done!" he yelled, gesturing to the scattered ponies lying about, some of which were starting to stagger to their hooves, joining the rest in the rush for the non-existent exit, while other still lay deathly still...never to get back up again.

Cosmo, however, seemed surprisingly undisturbed by all this, waving a hoof dismissively. "An unfortunate necessity of what has to happen here, tonight," he said idly, Starfall left gobsmacked. He knew Cosmo could hold a grudge, but this new cold, calculating ruthlessness...this was nothing like Starfall could have ever expected from his once-friend. It was not like him at all, even in his crueller moods. Cosmo simply was not a killer...or at least, that was the Cosmo Starfall remembered...

"I told you, Starfall," Cosmo snarled. "I told you karma would come back to get you, and all those responsible for it! Justice will be served, and now it will be served tonight...right here, right now!"

Starfall could not find any words to say...what could he say? His old friend was still holding a grudge from the destruction of Stratos Crossing, that over the last four years, seemed to have turned from a boiling hatred, into an uncontrollable desire for revenge. It was something so horrific, Starfall could never have seen it coming, especially from somepony he had once considered a friend.

Finally, Starfall managed to get his mouth moving again. "Why, Cosmo? Why here, why now? You've had plenty of chances to get me before, so why strike in a heavily guarded area, where somepony is bound to stop you eventually?" As he said this, he spared a glance towards Luna, noticing her stir, ever so slightly. If he could just keep Cosmo distracted long enough...

Cosmo snorted at Starfall's words, half-amused, half-annoyed. "Once again, Starfall, your thoughts go straight to your own pathetic hide. Sure, you're the main focus of my revenge...but you're not the only one I'm after...if you were, I would have dealt with you weeks ago."

As he spoke, Luna started unsteadily getting back up, Starfall taking his chances and rushing over to her as Cosmo turned his attention on her. "Luna!" he called, quickly reaching her side, though she still seemed dazed. If she heard him, she had not understood what he was saying, judging by her lack of answer. "Luna, are you okay? Say something!"

"Ah, Princess Luna...Guardian of the Night...how nice to finally meet you face to face," Cosmo drawled, putting a hideously fake air of formal politeness. "Princess...bah, a mere title. A false display of false power, but then again, Luna...you know what true power is, don't you?" he said, a smirk starting to settle on his features as Luna seemed to begin to come to her senses.

"What wouldst thou know of power?" Luna demanded back, her own horn starting to glow with a pale blue aura, Starfall suddenly feeling a lot safer. Luna was okay...and with her alicorn powers, Cosmo would soon be detained, and this whole mess would be over. "Thou art a coward, striking from the shadows while everypony's back is turned. That is not power."

Surprisingly for Starfall, Cosmo seemed relatively unimpressed by Luna's anger and aggression...something else was not adding up, Cosmo must have some kind of edge neither Starfall nor Luna were aware of.

"That depends on your point of view, Luna," Cosmo quipped back, his horn flaring a little brighter...seemingly attempting some other magic on top of maintaining the force field. "But I do not care for your opinion of my tactics. This, however, I believe is a power you are familiar with," he finally said, levitating a small object in front of him, holding it up with his magic for Luna, and Starfall, to see.

Starfall blinked in confusion, not really sure what he was supposed to be looking at, at first. It seemed to be a small gemstone, round in shape, and a deep purple colour, bordering on black. The gem could easily fit onto the base of Starfall's hoof, and seemed to be little more than a pretty trinket.

Luna, however, had a much more noticeable reaction, gasping and actually moving back a couple of paces, her eyes wide...almost as if she was terrified of being in the same room as the gemstone. "No! That...how did that come to be in thy possession?" she demanded, her voice full of anger. But for the first time since Starfall had met her, the Princess of the Night sounded genuinely scared.

Starfall looked back at the gem, only now spotting a little detail that made him stop and pause. The gem seemed to be swirling and rippling...as if it's core wasn't solid. Now he understood...the gem was some kind of magical object. If Luna's reaction was anything to go by, it was likely pulsing with dark, sinister magic...very powerful magic.

Cosmo smirked, seeming to enjoy Luna's near-panic at the sight of the gem. "Pretty little thing, isn't it?" he asked, twirling it around him a couple of times with his magic. "How it came to be in my possession is not really anypony's concern. What's important is that it has given me the power to put my plan into motion. But even with all this power, I admit I may need some help...help that you will provide, Princess," he said, his tone calm, falsely sweet the whole time.

Luna, however, got over her initial shock and fear. "Never! We swore to never touch the darkness again!" she cried, her horn flaring, firing off a beam of potent magical energy in Cosmo's direction, clearly aiming to stop him right there and then.

Cosmo, however, seemed to see the attack coming. He levitated the magical orb in front of him, Luna's magic striking the orb...and dissipating without leaving so much as a scratch on either Cosmo or the orb itself. Starfall gasped, knowing that Luna, as a alicorn, was an exceptionally powerful magician...for that orb to be able to take such energy and act as if it was nothing meant the magic contained within it was something Equestria had never seen before.

"Cosmo, listen to me!" Starfall cried, trying to take advantage of the lull in the sudden bout of violence. He had been able to connect the dots, and figure out that the orb was full of dark magic, and that unicorns in close proximity to it could utilise it's unspeakable power...but not without allowing the darkness to take over their minds. Luna had obviously seen this power before, and Starfall had a sneaking suspicion he knew where.

But now was not the time, Starfall now knew that Cosmo was not causing all this chaos and destruction of his own free will...he had to get the unicorn to snap out of it, before it was too late. "Cosmo, you're not yourself! The gem is controlling you, making you do this! Can't you see that?!" he called, hoping at least that, if he couldn't snap Cosmo out of it, he could buy them a little time...he could not see Twilight or her friends anywhere, and assumed they had raced off to find help. "Can't you see that this is wrong, what you're doing?"

Cosmo, however, merely threw Starfall a vicious, loathing glare. "Wrong?" he scoffed. "This is not wrong, Starfall...I'm putting right a wrong made years ago!" he roared, firing another spell in Starfall's direction. This time, the young pegasus was more alerted, and so managed to stay out of it's way, although he was forced to back off, away from Luna, to avoid it. "I'm fully aware and in control of my own actions, Starfall...I'm simply doing something that needed to be done years ago, something this magic has given me the power to finally do!"

"This is madness, Cosmo!" Starfall cried. "You must realise that you won't get away with this?! You're in Canterlot Castle...you may have subdued the guards for now, but more will come." He knew it was a long shot, but he was hoping that his warning could scare Cosmo into backing down.

As expected, though, it did not work in the slightest, Cosmo shrugging. "I think you will find, Starfall...that I have come prepared for any eventuality," he said dismissively, before turning and smirking at Luna once more. "Now, Luna, I don't remember saying you had a choice in assisting me!" he yelled, his horn flaring. "You are the Princess of the Night...embrace the darkness you so cherish!" he cried, finally unleashing his magic, the dark orb shooting through the air...straight for Luna!

"Luna!" Starfall cried, trying to move forward, though exactly what his intention was even he did not know. In the end, it did not matter...Starfall was too far away from Luna, the orb travelling too fast to be stopped, leaving Starfall able to do nothing but stand and watch in horror.

The orb slammed straight into the collar of Luna's dress, right where the moon symbol was, Luna crying out and rearing back, even as it started to glow with a vivid purple energy. "No! No, not this...anything but this!" Luna cried, clearly distressed and panicked, Starfall's ears pinning back at her pain, helpless to assist...he did not even know how anypony could possibly help, let alone where to begin.

The purple light coming from the orb grew brighter and brighter, Luna's own horn flaring to life as she tried to use her own magic to combat the dark influence. But even as she made the attempt, it was obvious the darkness was already taking hold, her desperate flailing easing off, the bright glow starting to spread around her body, the magnificent dress she was been wearing vanishing...torn away and obliterated in the wake of the powerful magic consuming the Princess of the Night.

Once the glow of sinister magic spread across Luna's whole body, it morphed into a brilliant white colour, bright enough that Starfall had to avert his gaze slightly to avoid being blinded by it. Beneath the glow, however, he could see that Luna was...changing. The magic was transforming her, shaping her into something new.

Luna's hidden form started to grow, becoming taller, more imposing, more intimidating...and more powerful. Her horn extended in length, as if accommodating for a greater magical prowess, while her wings also reshaped slightly, taking on a fuller, more powerful look.

Finally, after what felt like a lifetime to Starfall, the magical glow faded, leaving behind a sight Starfall had never wanted to see in his life. Where Luna had once stood, there was now a tall, imposing mare, possibly even bigger than Princess Celestia. Her coat was a deep black colour, reminding Starfall of the darkest nights, when the stars refused to come out and play. Her mane and tail had changed dramatically, now resembling wisps of gaseous, purple smoke, rippling and swirling from her head and rump, though seemed to have enough cohesion and solidity to form a distinct mane and tail. Her eyes were still the same shade of cyan, but now had slitted, cat-like irises, and held a terrible coldness and hatred within them.

On top of this new physical appearance, the mare was adorned with several pieces of what appeared to be some kind of ceremonial armour, all made of the same shining, pale blue metal. The whole assembly, from the helmet, to the collar-style chest plate, right down the high front horseshoes, was deceptively simple in design, lacking the elaborate engravings most ceremonial pieces used, but the chest plate in particular was made up of a series of curving, moon-like designs, the centre of the chest plate even depicting a white crescent moon, much like Luna's official royal collar had. Cradled in the hollow of the moon, however, was a dark orb...the dark gemstone had embedded itself there, where it could continue corrupting and feeding off its host.

But it was the cutie mark that pained Starfall the most. The dark, purplish blue splotch, with a white crescent moon imprinted over it, was a mark he was all too familiar with, and the only part of the mare that had not changed at all from Princess Luna.

"No...please, not this..." Starfall whispered, trying to deny the sight in front of him, even as the mare gave a low, rolling chuckle, one he also recognised from his nightmares...the one he had been hearing right from the start. "No...Luna..."

The mare was still Luna, but as her chuckling turned into a full-blown cackle, Starfall realised he was staring at a twisted, perverted form of her. This was the Luna that had, according to legend, been consumed by jealousy and hatred, and corrupted into conspiring against Equestria.

The mare in front of Starfall was no longer Princess Luna. Now, he was standing before the iconic mare of Nightmare Night, and the focus of many horror tales and foal's nightmares for the last thousand years.

Nightmare Moon had returned to Equestria.


	43. Chapter 43: Sibling Conflict

****_**Author's Notes: **Once again, the response to my last chapters has been absolutely amazing! A big thank you to everyone who reviewed!_

_On that note, actually, PepperjackPegasus briefly mentioned another MLP fic, "Past Sins", and a character called Nyx. I'm afraid to say I have not read "Past Sins", and know very little about the character Nyx, except from a few references and pics thanks to my time surfing DeviantArt. From what I can tell, Nyx is Nightmare Moon...only not evil, but since I haven't read the fic, and am not a fan of copying other people's ideas, I can assure everyone that Nyx will not make any sort of appearance in Magic._

_As for what WILL happen, well, read on and find out..._

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><p><strong>Chapter 43<strong>

**Sibling Conflict**

Starfall could only stare in horror at the mare of darkness standing before him, relishing in the dark power coursing through her. This could not be happening...Luna could not, would not, do this! But this was no bad dream, and Starfall was forced to admit the frightening reality as Cosmo gave sharp laugh, clearly noticing his former friend's horror.

"What's the matter Starfall?" he mocked, clearly enjoying Starfall pain. "She's still the Princess you know and love, you know," he continued, Starfall not even noticing the use of the word 'love', even if Cosmo had not deliberately used it. "I just _freed_ her, unshackled her and let her unlock her true potential," he explained coldly, still chuckling to himself.

"No..." Starfall breathed, still trying to comprehend the hopelessness of the situation. She was Princess Luna, co-ruler of Equestria, Guardian of the Night, and an immortal, powerful alicorn, practically a goddess. How could Cosmo have defeated and turned her so easily? It just did not seem possible.

Even as Starfall was grasping the situation, however, Nightmare Moon turned, taking a look out the massive, tall windows, looking out into the castle gardens, her attention focused on the night sky above them. "Ah, my beautiful night...still ignored and shunned, even after all these centuries..." she muttered, as if to herself, but with cold, hard edge, obviously displeased by what she was saying.

"Not for much longer." Cosmo's reply made both Starfall and Nightmare whirl around to face him. Starfall was rather surprised. First he goes on and on about revenge against the wrongs made to him, and now, he seems to be pandering to Nightmare Moon's quest to plunge Equestria into eternal night.

While Starfall did love the night, and all its hidden wonders, having the sun never rise again was not something he was a fan of...Equestria in eternal darkness would not last very long before the countryside began to wither and die away. A balance of night and day was needed, neither one pushing away the other...and Nightmare Moon was fully intent on upsetting that balance.

Nightmare, however, seemed merely curious about Cosmo. "You have the aura about you, young stallion..." she remarked, relaxing slightly, before pausing, as if deep in thought. "You...you seek revenge on the yellow stallion, and my wretched elder sister," she added, Starfall struggling to keep up.

From what Starfall could tell, since both Cosmo and Nightmare were being corrupted by the same dark orb currently resting on Nightmare's chest, they had some way of sensing each other...able to tell what the intentions of the other one were. The part that scared Starfall was that Nightmare did not seem too troubled by Cosmo's intentions, and actually supported them, if her tone was anything to go by. On the same vein, Cosmo's corruption had clearly seen him become a supporter of Nightmare's quest for everlasting night.

Cosmo nodded. "Things need to change here in Equestria, and tonight is the night to do it," he replied, smiling down at the mare of darkness. "And who better to help me than the mare who very nearly changed Equestria once before. Together, I'm sure we can put an end to the farcical leadership here...and of course, I will support your quest to plunge Equestria into everlasting night. Unlike Starfall here, who calls himself a lover of the night sky, I wish to see ponies embrace the night, whether they want to or not."

Starfall literally could not believe what was happening right in front of him. His former friend, and oldest acquaintance, and the corrupted form of the mare who had claimed his heart, were conspiring to tear Equestria apart, with little concern for anypony that got in their way. "No..." he pleaded, looking between Cosmo and Nightmare, trying to find something, anything in either of them that said they did not want to do this, that they could be convinced that what they were doing was wrong. "Please, can't you see what you're doing? You're going to kill thousands of ponies!"

Cosmo, however, merely snorted. "I already explained this to you, Starfall, so do us all a favour and keep your worthless protests to yourself!" he yelled, before pausing, raising a hoof as Nightmare's horn glowed a vivid, deep blue, making her pause. "Leave him, Nightmare...he's harmless. A worthless, weak coward who wouldn't even risk his own neck for the ones he would call friends. I want him to witness this...to let his last moments be made standing and watching from the front row as the Equestria he knows falls, never to see the new future that will be born of the ashes of this unfortunately necessary destruction. I trust you have a method for what I intend?" he asked.

Nightmare looked at Starfall for a few long moments, as if assessing the young stallion's potential threat to her, and to their plan. Starfall managed to muster up the courage to look at his corrupted, secret love, trying to find some sign, any little signal that said the Luna he knew and loved was still in there. Those slitted eyes, however, held nothing but darkness and shadow...a fierce, all-consuming desire to take over the spotlight, by any means necessary.

But, for a split-second, Starfall thought he saw something...some faint glimmer of recognition in those eyes, as if the old Luna recognised him, just for a moment. It was gone before Starfall could confirm it, however, Nightmare turning back to Cosmo. "Of course I do," she said, before turning to make her way to the castle gardens...clearly whatever the plan was required access to the night sky.

For a brief moment, Starfall wanted to stop them, even taking a half-step in Nightmare's direction, before pausing. Exactly what could he do? Cosmo, as much as it hurt to admit it, had a point. He did not know how to fight, and was not a good flier. More to the point, as a pegasus, he was a very easy target for either Cosmo or Nightmare's magic attacks. A sense of uselessness fell over him as his whole body seemed to sag...he just had no way of stopping them.

But before Nightmare could make it into the gardens, a golden glow surrounded the doors leading out to the dim woods, slamming them shut forcefully, just as a harsh, but familiar voice rang out. "Halt! You will go no further!"

Starfall whirled around, cringing even as relief flooded his being. There, standing at the door to the entrance hall, was Princess Celestia, the appearance of Twilight and her friends telling Starfall who had alerted the elder Princess to the danger unfolding. The Princess of the Sun looked absolutely furious, eyes narrowed, but at the same time, her gaze held a certain pain to it, one Starfall did not take long to figure out. Even if she was intervening on a threat against Canterlot, Nightmare was still, in a twisted way, her little sister, and the regal Princess was obviously reluctant to hurt her family.

Nightmare Moon also whirled around, smirking at her sister. "Well well well, my sister is late to the party, as usual. I am afraid times have changed, however...you will not stop me this time, Celestia. The Elements of Harmony have abandoned you, and without the aid of their power, you cannot stop me!"

Starfall paused, blinking. What did Nightmare mean? The legends had always stated that Celestia had banished Nightmare Moon a thousand years ago by harnessing the power of the mythical Elements of Harmony. Starfall had never really believed it, but Nightmare seemed very sure of herself, and Princess Celestia was making no attempt to deny the dark mare's words.

The sudden sound of spell fire interrupted the conversation, however, Starfall turning around again, to find Cosmo suddenly raining spells down on Twilight, who was firing spell after spell at the twisted stallion...her brilliant magenta magic looking impressively powerful. The rest of her group were also making an effort, though they seemed to be distracted by Cosmo's Earth Pony bodyguards, who clearly knew how to fight.

Princess Celestia looked at the scene for only a moment, before turning back to Nightmare Moon. "Nightmare Moon...do not do this. I know the real Luna is buried in there somewhere...and I know she would not do this. I do not want to hurt you, but I will stop you if I must." The conflict in her voice was clear, the pain at was she was threatening obvious. The Princess was in a terrible situation, forced to confront her own sister, who she clearly loved.

Nightmare Moon, however, did not have such a conflict troubling her at all...Celestia's pain only seemed to amuse her. "What's the matter, Celestia? Conflicted? Reluctant to stop me? If you do not wish to hurt me, then why bother stopping me? You'll only see yourself hurt, anyway," she taunted, her voice cold, malicious...all trace of sisterly affection Princess Luna may have had was simply gone, lost to the corrupting influence of the dark magic coursing through her.

Princess Celestia, however, did not seem to be willing to back down. "I will stop you, Nightmare Moon, because the shade I see before me is not my sister, even if you take her body and pervert it for your own ends. And I will stop you, because I look after much more than my own personal feelings. The freedom and liberty of all of Equestria rests on my shoulders, and I will protect these virtues...even from you." The pain and reluctance were still there, proving the Princess did not want to do this if she could help it...but there was also a fire in her eyes, a determination...she would protect Equestria, and protect it with her life, if need be.

Nightmare Moon, however, simply laughed. "Ha! Your words are brave, yet you still refuse to cast the first spell, sister. You don't have the guts to strike me down unless it is to defend yourself. You cannot bring yourself to attack me, you never could!" The smirk on her face was amused and confident...if the Elements of Harmony existed, and Nightmare's words about them true, then the mare of darkness had all the advantages. Despite being the younger sister, the dark magic flowing through her would likely make her power equal to, if not surpassing Celestia's. And while the elder sister was conflicted and torn, Nightmare had no such inhibitions.

"It's a cruel irony, isn't it? Because you were the eldest, you became the primary ruler of Equestria, Guardian of the Day and Princess of the Sun. Everypony loved you, cherished you, while I was shunned and ignored, along with the beautiful darkness of the night I had worked so hard to create for their pleasure." Nightmare's words were turning foul and bitter, practically growling, as if she was on the very edge of lashing out violently at Celestia, of ending the verbal debate and just settling this through raw violence.

But her calm smirk reappeared once again. "But in the end, everypony has been seeing a false illusion. You Celestia, are a coward. Of the two of us, which sought true power, while the other held back, harping on about the magic of friendship and love? Which of us is willing to do whatever it takes to get the job done, while the other holds herself back for fear of slighting or scaring every last thing in this land? Which of us would have snared ultimate victory, seized ultimate power, were it not for those worthless stones you swear by every other day?" She practically spat the last one, glaring at her sister, eyes full of cold hatred, malice...and jealousy.

This, Starfall realised, was the core of the issue...the dark magic was feeding off of Luna's jealousy towards her sister, and anger at the way ponies ignored her beautiful night. It fed on that, making those emotions consume her, turning her into the mare of darkness currently ranting at her sister. In the same context, the magic must also be doing something similar to Cosmo, feeding off his anger and thirst for revenge, and making him act out that desire. Cosmo's physical appearance had not been altered like Nightmare...likely because of Luna's status as an alicorn...but the psychological changes were impossible to deny, the dark magic had turned Cosmo into an evil lunatic. Devoid of any fighting ability, all Starfall could do was watch, and pray that both Cosmo and Nightmare were stopped, and brought out of the darkness influencing their minds, before his vision could turn into reality.

Princess Celestia, however, seemed to take offence to Nightmare's remark, giving the dark mare a seething, harsh glare, clearly unhappy. "You call me a coward? I have only ever sought to use my power to help all Equestrians, be they Earth Pony, Pegasus, Unicorn, or even Alicorn, make a better life for themselves. You, Nightmare Moon, seek power for infamy and glory, and refuse to share it. You, Nightmare Moon, are so afraid of being lost to the shadows you adore so much, that you would plunge all of Equestria into permanent darkness, just so you don't feel so alone. I tried, my sister...I have tried so hard to show you how much I love you, and that if you would just give them a chance, how much the ponies we watch over would love you..."

"Enough!" Nightmare Moon's sudden yell startled Starfall, making him jump and take a few paces back, worried the mare of darkness was about to start firing spells. While it was clear Celestia's word had done little more than enrage her, she somehow still manage to control her desire to just blindly attack everything in sight. "Enough of your lies, sister! We heard it all last time, and I never believed you, then, either! Since you refuse to leave me be...I am left with no choice..."

Starfall paled as he realised what was about to happen. This night just kept going from one horrific event to another. Nightmare Moon was not going to be swayed, the darkness was too set within her, making her too focused on the destruction she intended to cause for any form of argument to entice her back to good.

According to the legend, the last time Nightmare Moon was defeated, it had only occurred because Princess Celestia had harnessed the powers of the Elements of Harmony...but Nightmare had said that the Princess could no longer control their power, and with the tale being nothing more than a legend...one that Starfall had not even considered believing until now...there was no way for him to know what had happened to the Elements, and who could possibly control them now.

Which meant that this time, Nightmare Moon's only known weakness was not present and available for them to use to stop her, meaning that Equestria's hope lay solely on the shoulders of Princess Celestia now. Twilight and her friends were still busy trying to subdue Cosmo, and as far as Starfall could tell, that was a struggle that was going to last some time.

But, even as Nightmare's horn glowed with that dark blue aura, ready to challenge Princess Celestia in what was sure to be one of the most powerful and violent displays of magic in Equestria's history, Starfall paled as he realised something he had overlooked during the whole debate and confrontation. He was positioned between Nightmare Moon and Princess Celestia...right in the magical crossfire!

As Starfall's mind processed this fact, his body freezing up in panic as Nightmare Moon prepared to fire her first blast, somepony else realised Starfall was in danger, as he suddenly noticed a golden aura surround his body...Princess Celestia! She was risking herself, leaving herself open to attack whilst trying to get him to safety!

"Wait!" he cried, trying to stop Celestia...if this distraction caused her to get injured...or worse...Starfall knew it would all be on his hide if it came to that. Equestria's fate hung in the balance at this very moment, and the Princess was still more worried about getting him to safety?

But wither Celestia did not hear his protest, or simply ignored, the magic levitating him into the air and hurriedly hurling him across the room. The young pegasus slammed into the ground rather hard, rolling several times until he ended up on his stomach, vaguely spotting through his dizzy, spinning vision that he was near the door to the entrance hall, where he could still hear the desperate cries of dozens of ponies trying to escape the sealed castle.

Starfall rolled back around to face the main lobby floor...just in time to see Nightmare Moon fire off her first spell, the pulse of deep blue magic shooting across the room at the elder Princess, who was still focused with the aftermath of the spell that had pushed Starfall aside, and as such was unable to block or retaliate.

But just as Starfall feared the Princess was going to be struck down before any sort of resistance could even be formed, she moved with a slick agility Starfall had never seen before, twisting out of the way of the incoming spell, which shot passed her, slamming into the wall behind her and exploding violently, showers of marble and dust raining down behind the Princess.

Celestia ignored it, even when some small shards rained on her back, too small to do any damage beyond dirtying her snow white fur, her eyes narrowing as, with the centre of the room now clear, she could focus her efforts solely on Nightmare Moon, her own horn glowing a brilliant gold as Nightmare also prepared her next spell, both of them glaring at each other with steely, determined eyes. Neither one was going to back down without giving it everything they had.

And as Starfall slowly got back to his hooves, both Princesses fired off their spells simultaneously. The battle for the fate of Canterlot, and by extension off of Equestria, had now well and truly begun.


	44. Chapter 44: Sun and Moon

_**Author's Notes:** And after a weekend away on a trip with no internet, I'm back to give you yet another chapter!_

_Sorry for leaving you all on the cliffhanger for the weekend, but I'm back now, and better yet, I've managed to get ahead with my writing, so you can expect Chapter 45 to follow really, really quickly after this one!_

_Not much more to say this time around, just read on, enjoy, and get ready for the battle of a lifetime!_

* * *

><p><strong>Chapter 44<strong>

**Sun and Moon**

A battle between two alicorns was always going to be a sight nopony would ever forget in a hurry, and the right from the very onset, Starfall knew he could never, ever forget this. He had always known Celestia and Luna were very powerful magically...now he got to see that power first hoof.

The two beams of gold and blue magic slammed into each other, Starfall staggering a couple of steps as the magical feedback from the two colliding spells sent out a small pulse wave of sorts. The fight quickly turned into a battle of wills, as each alicorn tried to overpower the other, and force their beam through the intercepting magic pulse of their opponent.

Princess Celestia's face was grim, almost sad...but also determined. She had battled Nightmare Moon before, and even though it was her own sister, it was a sister that was corrupted and possessed by dark magic, and she could not allow Nightmare Moon to follow through with her horrific plan.

Nightmare Moon, however, was still smirking. Smug, and radiating confidence. The dark mare clearly believed she could overpower Celestia, and claim total victory this night. She had no care that Celestia was her older sister, the dark magic had a strong hold on her, making her think of nothing but her own sinister plans, and desire for fame and power.

Starfall, while watching all of this, was horribly torn. He knew that Nightmare Moon had to be stopped, that Celestia could not afford to lose. But at the same time, Princess Luna was still there, buried somewhere beneath the dark magic currently taking hold of her. The love of his life was being corrupted into destroying Equestria...and he just did not know what to think about the whole mess.

After a few moments, the two magical beams finally started to shift...Celestia's beam shrinking back as Nightmare's started to overpower it and push forward, the black alicorn's grin only widening. Nightmare's boasts had not been made idly...with the dark magic coursing through her, it seemed she actually was more powerful than the leader of Equestria herself.

Starfall knew that Celestia had to do something quickly, or else suffer whatever effect the blue beam pushing towards her intended...which was likely highly unpleasant. He was still trying to think of something, anything he could do to diffuse the situation, to held stop this insanity...but if he was honest, he was too terrified to really even think, let alone help. He just did not have the courage to try and interfere in such a deadly battle.

In the end, though, Celestia seemed to see that her situation was fast turning bad, and so acted. She broke off her spell, her beam fading out of existence and giving Nightmare's magic pulse a clear line to her. But even as the beam raced across the remaining space, Celestia twisted aside, the beam slamming into the wall behind her, leaving a black, slightly smoking mark on the wall, Starfall wincing. If that had hit the Princess...

Before Starfall could think on it any further, though, Celestia launched another spell, the pulse of gold light easily deflected away by Nightmare Moon, smashing into the vaulted ceiling, before she used her magic, levitating a few large pieces of rubble and hurling them in Celestia's direction.

In a flash of gold light, Celestia simply vanished, the boulders finding nothing but air where she used to be. Another gold flash saw Celestia reappear behind Nightmare Moon, her horn still glowing, golden flames swirling from the tip, spiralling around the Princess of the Sun, before blasting forward in a massive wave of scorching heat.

Nightmare Moon, however, copied Celestia's tactic, her wispy mane and tail swirling around her, transforming her into a cloud of purple smoke that flew above the raging wave of flames. She took on her solid, equine form on the far side of the room, her face contorted into a vicious snarl and she launched another barrage of spells. Gone was the confident smirk, now Nightmare Moon was all business, totally intent on defeating her older sister, and was willing to use any spell or trick in the book to accomplish this.

Princess Celestia quickly conjured up a small shield of sorts in front of her, using it like a tennis racquet to bat the spells out of the way, sending them every which way. One even bounced back towards its owner, Nightmare forced the dive aside to avoid it, though her aggressive display continued as soon as she had gathered herself. Spells slammed into the ceiling and walls, leaving scorch marks and craters in them from the multitude of magical blasts.

Starfall yelped and dived for cover as a couple of the magical blasts were inadvertently deflected his way, forcing him to retreat back to the entrance hall to ensure he was not accidentally caught in the powerful magical crossfire. It had never even occurred to him to get out of harm's way earlier than that moment...he was just so shocked and mesmerised by the stunning, deadly magical battle taking place before him.

Now that he was away from the battle between the royal sisters, though, he could hear more scuffles, coming from upstairs, near the balcony. Twilight and her friends were still trying to fight Cosmo and his thugs...and by the sounds of it, that fight was not really making any progress one way or another.

This left Starfall torn as he sat there, in the middle of the hall, silently debating with himself. Twilight and her friends needed some help, and would likely need it soon...but once again, his own fear and sense of inadequacy was holding him back. He was not a fighter...there was little he could do to help, and even if he tried, he would only be getting in the way, more than likely just making an already bad situation worse.

But then Starfall looked the other way, towards the main door, where all the guests of the Ball were crowding, trying desperately to find some way through the magical barrier blocking their way. A couple of unicorns were even trying to undo the barrier with their own magic, but having absolutely no success. Cosmo was somehow still keeping his shield up, even while fighting Twilight. Despite the dark gem now being embedded in Nightmare's collar, it was still heavily influencing him, keeping his magic strong and focused.

Starfall knew that Twilight was a gifted, versatile user of magic, but considering how much power Nightmare Moon had, she would be struggling to defeat Cosmo in his corrupted state. Her friends, aside from Rarity, had no magical ability, and were likely busy tending to his guards, who looked like tough, experienced fighters.

But not only was Starfall worried about making things worse, he had to admit, he was scared for his own safety. He was sure that ponies were already dead, and if he got involved, he could very well be the next victim of this whole mess...something Cosmo would be ecstatic over, in his current state.

But as Starfall's desire to help fought with his own sense of cowardice, he looked towards the desperate ponies still struggling to escape. They were all trapped, with no escape...and if Cosmo won, if Starfall's vision came to pass...

The yellow pegasus jumped as he heard another loud explosion, as Celestia and Nightmare's battle only seemed to increase in ferocity out in the lobby. It did, however, remind him of the stakes at play here. If they failed...if Cosmo and Nightmare, and the darkness consuming them, won this battle, then Starfall's vision said Canterlot was doomed, turned to dust and rubble as the evil duo carried out their plan of revenge.

In the end, Starfall realised there was not much of a choice to make. If he did nothing, and let this play out on it's own, there was a very good chance he, and everypony else in Canterlot, would be dead within the hour. If he took a stand, made an attempt to fight back, however...then maybe, just maybe the extra set of hooves and wings would be enough to see Nightmare and Cosmo defeated, and his horrendous vision averted.

Starfall absolutely refused to believe the vision he was seeing was set by fate. He was sure that he was being given these visions of cosmic disaster because they could be stopped. He did not know why fate had chosen him, of all the ponies in Equestria, to be the one see these warnings...but now that he understood the nature of them, he could no longer just sit back and let them turn to reality.

Taking a few deep breaths, steeling himself, Starfall finally stood, his decision made. If he was going to die tonight, he might as well at least go down trying to stop the end of Equestria. The fact that he, at this moment, had little left to lose helped keep his fear contained as he pushed through the crowd still trying to find a way out, making his way to the stairs leading up to the lobby's balcony, now thinking about exactly what it was he intended to do.

When he reached the top of the stairs, he could already see one of the fights taking place. Fluttershy, Rarity, and Applejack were all working together to try and take down two of Cosmo's thugs, who were holding the trio back fairly well.

Fluttershy was clearly out of her depth, seemingly only fighting because her friends were in danger, but too timid to really have any effect. Rarity was using her fashion-based magic to surprisingly good effect, variously distracting and annoying one of the guards, occasionally lashing out with her hooves when she found an opening. It was not stopping the thug, but it was keeping him at bay. Applejack was clearly their best fighter, all that time spent out in the fields bucking trees lending some impressive strength to her hind legs, and her country upbringing meaning she wasn't afraid to get dirty...or fight dirty.

Even so, the two thugs had experience on their side, leaving the battle at a bit of a stalemate...Starfall feeling his face form a determined frown as he realised it was a stalemate he could break. He may not know how to fight very well, but the thugs did not seem to have any idea that Starfall was there. He had the element of surprise...and that might be enough to give the three mares a chance to get the upper hoof in this brawl.

Moving carefully, trying not to do anything that would give his appearance away, Starfall closed the distance on the thugs, getting a small brainwave and actually taking off into the air to fly up above the fight, pausing only to grab one of the marble unicorn busts that adorned the railing of the staircase. He did not want to break something so valuable, especially with it being valuable property...but it was all he could think of that did not involve directly confronting the thugs, which he knew would end disastrously.

Hovering up above the fighting, he looked down, tying to figure out where and how to drop the bust so I did not hurt any of Twilight's friends, who also did not know he was there. With all five ponies moving about constantly, in very close proximity, there was simply no way of dropping the bust in such a way that he was certain to hit the stallion targets.

Quietly cursing himself for his lack of foresight, feeling his forehooves starting to ache with the effort of holding the heavy bust, Starfall was just about to figure out another way of giving Twilight's friends a helping hoof, when tables turned on the mares below him, leaving him no choice but to intervene.

One of the thugs had caught Rarity trying to distract the other stallion with her magic, and swung a hoof at her that had connected solidly with her horn, making her recoil and cry out, her spell snapping out of existence half-completed from the blow as she staggered back. The cry made Applejack spin around, worried for her friend, the moment of distraction being all the second stallion needed to give her a taste of her own potent medicine, a solid kick sending the country Earth Pony sprawling to the ground, the wind knocked out of her.

With Fluttershy rushing to their aid, and the two stallions taking a moment to bask in their triumph, Twilight's friends were briefly out of the way, giving Starfall seconds to make his move. Knowing he could not hesitate, he quickly manoeuvred himself over the two stallions, grimacing and closing his eyes, scared for what he might see, and he finally built up enough courage to let the marble bust go, adjusting his wing beats to account for the sudden reduction in weight before he flew straight into the ceiling.

Despite his best attempts, curiosity...and fear of hitting Twilight's friends...got the better of him, forcing him to look as the heavy marble figure dropped down to the thugs below, striking one of them straight in the ear. The indirect hit, glancing the side of his face rather than dropping straight on his skull, probably saved the stallion's life, but it still made a sound that left Starfall cringing as the rough Earth Pony simply dropped like a sack of potatoes, likely unconscious before he even hit the floor.

The other thug, having not expected the sudden attack against his companion, stopped and stared at the fallen stallion, stunned. The three mares, seemingly more used to such volatile situations, took the opportunity and sprang, Rarity and Applejack simply diving at the last stallion, while Fluttershy seemed a little more hesitant, sparing a glance up, Starfall catching her surprised expression when she saw him, leaving him only able to give her a sheepish sort of grimace in return...he still felt kind of sick, deliberately hurting a fellow pony like that.

Fluttershy's lack of aggression did not seem to matter, though. Applejack and Rarity, now able to focus all their attention together on one foe, gave the last stallion no quarter, Rarity's distracting spells combining with Applejack's ferocious fighting to see the stallion subdued in a matter of seconds, lying unconscious on the floor near his comrade, his fight fought for the night.

As Starfall descended down to the floor again, Applejack and Rarity spotted him, showing the same sort of surprise Fluttershy had upon realising he was the one that had helped them. "Starfall?" Applejack called, sounding slightly disbelieving...and slightly impressed, as well. "That...that was you that dropped that thing?" she asked, Starfall nodding softly as he reached the ground, standing near Fluttershy, making sure to avoid getting anywhere near the unconscious thugs.

"Why, if you hadn't intervened when you did, Starfall..." Rarity muttered, seeming to shudder at the thought that that sentence ended on, though she never said any more aloud. Starfall did not need to hear her say it to understand, though...they could not afford to be defeated, here...it was the reason he had interfered on the fight at all, after all.

Fluttershy, however, seemed to sum it up for the three of them. "I...thank you, Starfall. If you hadn't distracted them when you did, we...well...umm..."

"We'd be toast, that's for sure," Applejack finished, giving Fluttershy the break she was looking for, the Earth clapping a hoof on Starfall's shoulder in her rough and tumble way of showing her gratitude. "And it all thanks to your help that we aren't, Starfall. We owe ya...all of us," she added, Rarity and Fluttershy both nodding their agreement.

Starfall ducked his head slightly, his cheeks flushing self-consciously. "I...I couldn't just sit there. I mean...we're talking about all of Equestria, here," he explained, his words only seeming to make the trio of mares smile all the wider at him.

The moment was broken, however, when they heard a loud, feminine yelp, followed by the crack of spell-fire. "TWILIGHT!" the shriek of two voices, clearly belonging to Rainbow Dash and Pinkie Pie, made Starfall freeze, even as he saw the three friends in front of him go completely pale.

Something had just happened out on the lobby balcony. Cosmo had clearly found an opening and hit Twilight with a spell...whatever it was, Starfall could no longer hear Twilight at all over the constant barrage of explosions and spell-fire coming from the Royal Sisters, and it had clearly sent Rainbow and Pinkie into a panic...it could only be bad.

An instant later, Applejack, Rarity and Fluttershy all sprang into action, leaping passed Starfall, clearly intent on finding out what happened to Twilight, and subduing Cosmo before it could get any worse. Starfall was right on their tails, though, racing onto the balcony with them. Twilight was one of his closest friends, and the one he knew the best out of their group of six friends. He just prayed she was not hurt too badly.

From the balcony, Starfall could see the battle between Celestia and Nightmare Moon was still raging on, gold and blue spells flying every which way, the entire lobby a cratered, scorches mess compared to what it had once been. The windows looking out at the castle gardened had long since shattered, leaving shards of glass all over the place, and it seemed that the raging spells had even managed to find their way outside, a tree or two blasted over, with a couple more sporting small fires that were beginning to spread across their branches.

Starfall paled at the sight...the castle was starting to resemble his vision more and more with each passing minute. They were running out of time to stop the disaster that was rapidly coming at them. He was certain everything hinged on the next few minutes, and that the consequences of failure would be beyond anything he could possibly imagine, even after witnessing mass destruction first hoof at Stratos Crossing.

But another loud yell cause Starfall to whirl around once more, just in time to Rainbow Dash, surrounded by the silver aura of Cosmo's magic, simply vanish in a small flash of light, Cosmo smirking as the rainbow mare simply disappeared before his very eyes.

Starfall could only stare in horror at the spot where Rainbow Dash had been. What had Cosmo done to her? It looked like a teleportation spell of some kind, but Starfall could not know for sure...and even so, where was he sending her? Considering Cosmo's state, it could only be somewhere bad...

"Rainbow Dash!" Fluttershy's cry, while far from the terrified shriek Rainbow and Pinkie had made earlier for Twilight, who seemed to have been victim to the same spell that had made Rainbow disappear, was clearly full of anguish. From what Starfall had heard, Rainbow Dash and Fluttershy's friendship dated all the way back to when they were both little fillies in Cloudsdale, and as such it was natural that Fluttershy would be the most anguished by Rainbow's disappearance.

As another of Cosmo's thugs...the last one, it seemed...pounced on the remaining ponies, forcing Applejack, Rarity and Pinkie Pie to fend him off, something in Fluttershy seemed to snap. Her timid, terrified look vanished, and Starfall actually took a half step back at the look of undeniable rage on the usually meek and innocent face. It seemed Fluttershy's passive surface hid a dark side...one that was coming out.

"You. Will. PAY!" Fluttershy screamed, directing all her rage and anger at Cosmo, before launching herself at him, lost in a kind of craze, seemingly intent on just barrelling him down and pummelling him with everything she had.

Cosmo, however, was having none of it, calming standing his ground, a silver beam of magic erupting from his horn, striking Fluttershy square in the chest, before she too vanished in a flash of light.

The disappearance of a third friend finally spurred Starfall into some form of action. This had to stop, or Starfall knew they would be powerless to stop Cosmo...he had to do something. Turning towards Cosmo, he launched himself at the stallion in a similar manner to Fluttershy, a fierce snarl taking over his own features. Cosmo may have been a friend once, but now he was attacking Starfall's new, true friends with impunity, something the young stallion could not tolerate any longer.

With his adrenaline well and truly kicked in, Starfall saw Cosmo winding up for a magical attack to stop him, and used his wings to help him sidestep with surprising agility, the spell just barely missing to his right, before the snarled, pouncing at Cosmo, throwing his entire body at the corrupted unicorn.

He knew this was stupid, reckless, and potentially dangerous. A large part of Starfall's psyche screamed at him to stop, to just run to a dark corner and hide, wait it out while praying for a miracle that would never come. The rest of him, however, had realised that this was not a time to sit back...to him, this was not about Equestria, or Canterlot...this was about his friends, about their safety. And it was about Luna...he had to bring her back.

His tackle connected, crashing heavily into Cosmo and sending the two of them tumbling, Cosmo's second spell dying before it could be cast as they both crashed into the balcony railing, Cosmo getting the wind knocked out of him, while Starfall tumbled off to the side, dazed and disoriented.

Knowing Cosmo's magic gave him a huge advantage, though, Starfall sprang back to his hooves, rapidly trying to get his bearings, spotting Cosmo and rushing at him again. The only way to stop Cosmo was to keep the aggression going, keep him on the back hoof so he could not focus long enough to get a spell going.

Cosmo, however, did the last thing Starfall expected...as the young pegasus was just about to tackle the unicorn stallion again, Cosmo simply vaulted over the balcony railing, leaving Starfall to crash into it bodily, jarring his shoulder and leaving him wondering what had just happened.

He quickly looked over the railing, to try and find where Cosmo had landed...but the unicorn had disappeared. Paling, knowing what had likely happened, Starfall whirled around, ready to get out of the way...a split-second too late.

Just as Starfall spun around, the spell struck him in the side, though it was not the same one being used on Twilight and her friends. The spell instead saw the pegasus thrown onto the floor, his right wing and forehoof sore and numb from the spell's effects, more of less immobilising him.

He tried to get back up as he saw Cosmo, having teleported back up to the balcony immediately after vaulting off, smirking at him, but all he could do was stagger half-heartedly, before crashing back down on his side, leaving him powerless to do anything but watch as Cosmo turned his attention to the three remaining mares, another blast of what seemed to be his new signature spell seeing Applejack disappear like the others.

Cosmo was too late to stop them defeating his last bodyguard, however, meaning Pinkie and Rarity now turned their attention to him. Cosmo had the element of surprise on his side this time, however, making Pinkie disappear before either of them could really react, leaving Rarity to face Cosmo alone.

The stallion shot the same spell at the fashionista, but her own horn flared to life, a pale blue force field appearing in front of her, Cosmo's magic blasting it apart and making Rarity stagger back, crying out at the backlash of having her magic shattered so easily, but at the cost of Cosmo's spell being cancelled, along with his advantage.

The magical battle that followed was nowhere near the scale of the one raging below...and nowhere near as long either. The two traded rather simple spells, Rarity ducking and weaving around, while Cosmo simply batted Rarity's attacks away like so many annoying, but harmless flies. There could only be one outcome, and Starfall heard a faint cry tear from his throat as Cosmo finally struck Rarity, throwing her to the ground, before one final spell saw her disappear like all the others.

For a moment, Cosmo just stood there, panting heavily...though whether from exertion or frustration, Starfall couldn't tell. What was telling though, was that his horn was still glowing, holding those barriers up. Starfall knew that if he was not seeing it with his own eyes, he would not have believed such a feat of magic was even possible. The darkness corrupting Cosmo was clearly a vast source of power.

But soon enough, Cosmo turned to Starfall, frowning at him, eyes full of malice. "I did not appreciate that little stunt you and your friends just pulled, Starfall," he drawled, his tone low and threatening. "Interruptions on that scale annoy me...and you do not want to see me when I am truly annoyed."

"What did you do you them?" Starfall growled, still trying to fight the partial paralysis and get up, having managed to shakily get to his hooves, though walking was still beyond him. Cosmo blinked, seemingly surprised by Starfall's stubbornness in fighting the spell, before sighing and surrounding the pegasus in his silver aura, Starfall, feeling his body simply stop listening to his will...Cosmo had him totally immobilised.

"Don't you worry your dull little head over your precious friends, Starfall," Cosmo replied, sounding almost bored now that the adrenaline had worn out of his system. "They're alive...for now. Wouldn't want them to miss the moment of Equestria's long-overdue revolution, now would we? You, on the other hoof, Starfall..."

Cosmo paused, taking a moment to step closer to the pegasus, Starfall finding himself being turned around against his will, forced to look over the balcony, at the battle raging below. Princess Celestia and Nightmare Moon were still giving it their all, neither one giving an inch. Both alicorns seemed to have gained a few bruises, and Starfall though he saw that part of Celestia's tail had been singed from what must have been a very close call with a spell.

"...I want you to witness this from the front row. To watch as your precious Princesses are beaten and broken down, before their own actions mercifully end their overblown lives." Cosmo gave a low chuckle in Starfall's ear, making chills run down his spine. He knew that his old, former friend had gone totally insane from the dark power running through him now. "And when you die with them, Starfall...then, and only then, will my final revenge be complete."

Starfall paused, blinking in a paradoxical mix of understanding and confusion. That explained why Cosmo had targeted the Coronation Ball. If he had somehow gotten wind of Starfall's attendance as Luna's guest of honour, then Cosmo knew it was the one place he would be guaranteed to find all his targets in one location; not just Starfall, but the Royal Sisters, as well. What confused Starfall, was why Cosmo was targeting the Princesses, particularly Luna. Princess Celestia had been completely uninvolved in the disaster at Stratos Crossing, except to help organise rescue teams to look for survivors once she had gotten wind of the tragedy. Luna, on the other hoof, had still been imprisoned on the moon at the time, and as such could not have played any role in the disaster, before or after. So why target them, as well?

Starfall never got to think about that issue, as at that moment, the battle between the two Princesses finally hit a turning point. Both of them were clearly exhausted, their magic attacks becoming much less spectacular and potent as they ran out of energy to continue casting. They were both incredibly powerful, but even they had their limits.

Incredibly, despite having the most power out of the two of them, Nightmare Moon was the first one to make a mistake, a poorly-aimed spell leaving her wide open to a counter-attack, which Celestia did not miss, the gold pulse of energy striking Nightmare hard, sending the mare of darkness spinning wildly across the room.

The Princess of the Sun took the moment she had, glancing up at the balcony where Starfall was watching from, making him wince...she was obviously trying to check up on Twilight and her friends, not realising that they had all been defeated, and were gone, thrown out of the castle by Cosmo's magic.

The wide-eyed, horrified look the Princess adopted when she realised that he and Cosmo were the only ones there, and that Twilight was nowhere to be seen, only increased Starfall's pain...the Princess clearly thought highly of Twilight, and right now was likely assuming the worst of her prized pupil.

Her shock and horror at the situation, though, meant that Celestia froze for far too long, giving Nightmare Moon time to shift into her magical smoke form, float back down safely to the ground, and re-materialise, firing one more potent spell at a totally unprepared Celestia, the corrupted Princess clearly putting every last bit of magic she had into the one spell.

Starfall prayed for a miracle as Celestia turned, realising her horrendous error, her horn glowing with a gold aura once more as she tried to muster up some kind of counter. But the resigned look in her eyes told Starfall the whole story a microsecond before it actually happened...she was too slow, had diverted her attention for too long.

A cry of anguish like none Starfall had ever heard before tore from Celestia's throat as the spell caught her in the side of the face, detonating hard enough to throw the regal alicorn bodily across the room. As if to emphasise the moment, her golden crown, the symbol of her status as Equestria's primary ruler, was flung from her head, clattering to the floor nearby as her white form slammed to the ground hard, battered and bruised, just barely conscious, lying still like some kind of fallen angel.

Princess Celestia, Guardian of the Day and ruler of Equestria, had been defeated.


	45. Chapter 45: Magic in the Stars

_**Author's Notes:** And here's yet another chapter! The response to last chapter has been astounding...but I'm afraid the twists, teases and cliffhangers aren't quite over yet..._

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><p><strong>Chapter 45<strong>

**Magic in the Stars**

Starfall could feel his heart getting heavier and heavier with every second that passed as he stood, held into place by Cosmo's magic, unable to look away from the sight of Celestia's defeated form lying on the floor of her own castle, bruised, scorched, and totally defeated.

The young pegasus could think of nothing but disbelief at the sight. This could not be happening...Celestia could not have been defeated...Twilight and her friends could not be gone...the darkness could not have won, it just could not be possible. The consequences were too dire for Starfall to be able to fully accept the reality of what was happening for several moments.

His attempt at denial was brought crashing down, however, by the triumphant, manic laugh that started up, Nightmare Moon clearly basking in her victory. Despite it being twisted from it's original sound, he could still clearly recognise it as Luna's voice...and that hurt him more than anything else. She was still trapped in there, helpless to fight the corruption of the dark gem feeding her the potent, dark magic.

"Celestia, you pathetic old fool," Nightmare drawled, thought the glee in her voice was unmistakable. She had won, and she knew it. "I told you that you were nothing without the Elements, and now your fall from grace is finally complete! Now you will bear witness to the greatest event in Equestrian history since we first rose to power! May it be the last thing your eyes ever see, _big sister_," she finally said, practically spitting out the last two words, before turning her back on the fallen Princess, making her way towards the broken remains of the door leading out to the castle gardens, still feeling the effects of the previous battle as the spot fires happily burned away at the trees they were consuming, seemingly unable to spread beyond their point of origin.

It was a hollow relief to Starfall, who jumped slightly as Cosmo's magic pulled him just above the ground, levitating him after the black unicorn, who was making his way down to follow Nightmare outside, grinning the whole way. The unicorn was clearly sharing the glee of their victory, and preparing to finish what they had started.

Starfall, with no other options, tried one last, desperate attempt to talk Cosmo. Maybe, with the gem focusing on Nightmare Moon, it would be a little easier to break Cosmo's influence. "Cosmo, please..." he practically begged, his voice rough, still feeling the pain of all the times he had been struck by spells and variously tossed about during the previous fight. "It's not too late...you don't have to do this..."

"Too late?!" Cosmo whirled around, making Starfall flinch as the unicorn's spittle flew into his face. Clearly he had said the wrong thing. "You think it's not too late?" he continued to roar, Starfall's ears flattening to his head to protect his hearing, and out of an instinctive sense of fear. "It was too late four years ago, Starfall! It was too late when that meteor shower destroyed everything I have ever known!" For a moment, Cosmo's anger seemed to ease off, and Starfall could suddenly see the pain, the deep, soul-crushing anguish in Cosmo's eyes. Something else had happened that day...something Starfall had not been privy to.

Before he could open his mouth to ask about it, though, Cosmo continued on. "It's been four long years since she died...since I held her in my hooves,watching as her life slipped away...while the help that could have saved delayed and stalled. It's been four years, Starfall...and now, at long last, Nocturna can finally be put to rest."

Starfall froze, his fur standing up on end. He could almost feel the colour and warmth draining from his whole body as Cosmo's words sunk in. Nocturna...Cosmo's little sister. She had only been a little foal at the time Stratos Crossing had been destroyed, in her second year at school. She had been a bright and bubbly little thing, and when Starfall had come around to visit Cosmo, Nocturna had always melted his heart with her pleas for him to play with her.

Starfall's heart didn't feel like it had simply dropped...it felt it had been torn to tiny pieces, and abandoned his body entirely. He had never known...in Cosmo's anger, the argument they had gone through after Stratos Crossing had never mention Nocturna, Starfall assuming all of Cosmo's family had survived with him. "I...Cosmo...I didn't know..." he feebly tried to explain.

Cosmo's angry snort cut him off, however, making the pegasus flinch once again. "Of course you didn't...just like you didn't know the meteor shower was coming until it was too late," he spat disbelievingly. "She was still in town when the meteors hit...when the town fell into the ocean."

Cosmo no longer seemed to be speaking to Starfall...at least not directly. His voice, and his gaze, were distant and unfocused as he spoke, and he seemed to be reliving the event, venting all the sorrow, pain and rage. Starfall never spoke up throughout Cosmo's rant...what could he say?

"She always was a tough filly...she survived everything, against the odds. I went to the wreckage as soon as I could, knowing she was in there somewhere. She was trapped for a whole day before I found her. Even then, after being put through so much, she was still alive...still awake. I just held her, promising her it would be alright, that the Princesses would come, that they would make the pain go away. All day, I just held her...she was in so much pain, so scared...so cold..."

Starfall could see the tears that were running down Cosmo's nose, staining his black fur and leaving even darker streaks across it. Dimly, he was aware of his own tears welling up, he had never known...nopony could be expected to survive such a disaster, especially not such a young filly.

But now Starfall was beginning to understand...having to sit there, amongst the wreckage of an entire town, holding his baby sister in his hooves, waiting for help while she lay dying...nopony should ever have to go through that, and the ordeal would likely his driven Cosmo to madness...madness enough that he would seek out some of darkest, foulest magic in Equestria to get revenge.

"But my promises were all empty, hollow...the Princesses never came, no rescue parties helped...no doctors were there to save her. The day came and went, and still nothing...I was the only pony there. Thirty hours...thirty hours, she had fought, survived...waited, for help that never came. I held her there that night as she took her last breath, as her life faded away, before it had even really begun." Cosmo's voice was shaking by now, too wrapped up in the emotion of the moment he was reliving.

Because of this, his sudden outburst of anger, kicking a pane of glass that was still intact in one of the windows as the approached the door making Starfall yelp...he would have jumped, were it not for the magic keeping it's hold on him. The shattering glass even made Nightmare turn around, not expecting his sudden outburst, either.

"Two days!" he screamed, all his frustration, sorrow and rage clearly coming to the forefront. "It took the Princess two whole days to send help! By then Nocturna was dead, along with everypony else that had not made it out of town in time! My sister is dead because of that meteor shower...a disaster you saw coming, but never acted on...and because Princess Celestia, in her infinite wisdom and power, delayed for days before bothering to send search and rescue parties!"

He sighed, lowering his head, wiping a hoof roughly against his face, shoving away the tears, before looking back up, a fierce determination in his eyes. "But it's too late now...she's dead, and no magic will bring her back. All I can do now is correct the balance, bring all of you who are responsible to justice," he said, his voice hard once more. "I have had four years to plan this, Starfall...I think you will find my methods rather...poetic."

Starfall had no response...the shocks that Cosmo had delivered had stilled and silenced him more effectively than any spell or blow could. Cosmo truly believed that he and Princess Celestia were to blame for Nocturna's death, and that the only way to get over the loss was to take revenge in the worst, most ultimate form.

Cosmo dragged Starfall with him as they reached a central area of the castle gardens, a small, grassy square lined with pathways and benches where ponies could relax, a small fountain adorning the square's centre. Next to the fountain was Nightmare Moon, looking up at the heavens.

The sight saw Starfall sag, all the fight leaving him. He was not sure he could even fight Cosmo any more, now that he knew the truth behind Cosmo's relentless pursuit of revenge. Princess Celestia was defeated, Twilight and her friends had vanished, and Luna had been corrupted and twisted...with Cosmo justifying his revenge as justice for a horrific tragedy, Starfall had just lost all will and reason to fight.

"Do you have magic enough to do it?" Cosmo asked Nightmare simply. There was no reluctance, no hesitation...this was something he was certain needed to be done, and it was something he would see through to the end as long as he could still stand.

Nightmare's response was a simple, knowing smirk. "There is magic in places you least expect it, young stallion," she replied mysteriously, thought paused to give Starfall, making him stop as well...her words made a part of vision make sense even before it happened.

The stars...Nightmare's fight with Celestia had drained her of all magic, but she retained Luna's knowledge of the magic hidden in the stars...a magic Cosmo was not aware of. With access to that magic, which Starfall knew contained as much, if not more power than Celestia wielded during the previous fight...

There was no doubting it now, and no stopping it, Starfall knew it was over, his vision was coming to pass, and the only ponies in any position to stop it were currently the ones making it happen. Even though he was already shedding tears for Nocturna, Starfall could feel himself start to cry at the hopelessness of it all. It was over, the darkness had won...within an hour, Canterlot would be a ruin, and Equestria would never see the light of day ever again.

Cosmo ignored Starfall's growing despair, nodding to Nightmare. "Then do it. No more delays, nopony can stop us now," he said, smirking once more at Nightmare, who smirked right back. "Justice will be served, as the eternal night begins..."

Nightmare smirked right back, before turning her attention back to the heavens, looking at the stars. Starfall followed her gaze, blinking as he saw a streak of light above them...the comet. Tonight was the night it came as close to Equestria as possible, now easily visible in the sky, though right now, Starfall wished it was on the other side of the universe to them.

Nightmare's horn once more glowed with her deep blue magic, her slitted eyes closing as she focused...Starfall knew what she was about to do required vast amounts of power. For a few long, tense seconds, there was silence, as Nightmare Moon gathered up her last magical reserves for once, final spell.

Cosmo watched on, smiling to himself as his plan finally started to come to fruition. This was the moment his revenge became complete, and Equestria changed forever. Starfall, still held my Cosmo's magic, could not do anything but watch...Cosmo clearly wanted to make him witness this, wanted to break him.

Finally, Nightmare's horn flared even brighter, before she angled it straight up at the night sky, her spell finally coming to life as a thin beam of deep blue light shot out of her horn, streaking straight into the night, passing through the shield Cosmo had set up above the gardens and continuing up into the heavens.

As it disappeared beyond the limits of Starfall's sight, Starfall saw a star above them glimmer, sparkling a little brighter than normal, and taking on a bright blue hue. As this star glowed, it seemed to send off a signal to the ones around it, which performed a similar light show, the effect continuing to spread across the night sky, until every star was glowing and flashing blue.

Starfall knew what was happening, especially once he saw Nightmare's beam of light hum and pulse in time with the pulsating light of the stars. Nightmare was calling on the magic within the stars, drawing on their power for the feat she was on the verge of performing.

As the heavenly light showed continued, Starfall could see the stars losing their shine and lustre. As their cosmic magic was drained, so too was their light, in a sight that must be astounding and confusing much of Equestria at this moment.

Finally, after almost a full minute, the stars stopped pulsing, their blue light fading away, turning a dull, almost lifeless grey, their magic absorbed and consumed. Nightmare's beam of light seemed to retreat back down from the heavens, slipping back to her horn, which now glowed brighter than ever.

"And now to bring the sky down on those responsible for the endless death at Stratos Crossing, just as the sky had fallen on those helpless ponies!" Cosmo cried, turning to the sky, sparing one last glance at Nightmare Moon. "Do it!"

Nightmare smirked, before turning her gaze from the night sky in general, to the comet crawling across Equestria's night sky, her horn glowing painfully bright for a few moments, before firing off an intense beam of magical energy, the blue pillar of light racing out of the castle and into the night sky once more, striking the comet several seconds later.

Starfall could only watch in mindless horror as the distant comet was engulfed in Nightmare's magical glow, nothing happening for several seconds. When the spell's effect did finally take hold, it took Starfall a few moments to notice it, the effect was so subtle from this incredible distance.

At first, it looked like the comet had slowed down, the contrail behind it appearing to shorten, while the comet's progress across the night sky seemed to slow down to a near-stop. But Starfall knew better, and knew that, in a few minutes, the truth would become apparent to any watching the scene unfold before them. Nightmare's magic had turned the massive, city-sized comet, changed it's path through the cosmos...putting it on a direct collision course with Canterlot!

Starfall, however, could not bring himself to put up even one final plea for the lives of those in Canterlot...it was done. Between Celestia's defeat, his own capture in Cosmo's magic, Twilight's disappearance, and that of her friends, and Cosmo revelations about the full depth of his quest for revenge, Starfall had finally broken...given up. Cosmo and Nightmare Moon could not be swayed, and he alone just did not have any means of stopping them.

Cosmo chuckled, spotting the look of ultimate defeat on Starfall's face. "You understand now, don't you Starfall? I've won...your day of reckoning, so long overdue, is finally upon you. In about twenty minutes, that comet will reach us, and turn Canterlot into a smoking crater in the side of the mountain. And there is nothing you can do, Starfall. Anypony you warn now will not be able to escape in time, even if you should try and fly away yourself. From the castle, it's too far to the edge of the city for you to flee in time."

Starfall saw the silver aura around him fade, Cosmo's magic finally letting him go, causing him to crash heavily to the grass. He did not try to get back up, however, just looking up at Cosmo, feeling all the hopelessness and sorrow of his situation...of all the ponies that were going to die soon.

Cosmo's smirk widened once more. "Equestria will get a long-overdue shake-up in the wake of this terrible tragedy. Unfortunately for you, Starfall, neither you, nor your new friends, will bear witness to that new age. It will have no place for the likes of you."

Starfall could not even muster up the will to feel any true sense of fear as Cosmo's horn glowed brightly over the top of the usual energy being poured into his force field, preparing to strike Starfall with another spell. Starfall knew that Cosmo was likely about to kill him personally, get that personal sense of revenge on him. He knew that despite much of Cosmo's anger being directed at Princess Celestia, most of it was reserved almost exclusively for him.

But Cosmo's last words before firing the spell seemed to contradict his intentions. "Why don't you go off now and spend the last twenty minutes of your life contemplating what you did to me...to everypony at Stratos. Maybe you'll find enlightenment or forgiveness or some silly notion like that in your last moments on this world...but I sincerely hope you don't."

This seemed to be all that Cosmo had to say to him, quickly firing off his spell as Starfall, in the millisecond he had to see what it was, recognised it as the teleportation spell he had used on all of Twilight's friends.

As the spell struck, throwing Starfall into a weird kind of limbo as the magic transported him from one location to another, the young pegasus could not decide whether it was better this way...or if he would have preferred being killed by Cosmo's hoof then and there. At least that way, he would not have spent the next twenty minutes waiting for a death he could see coming, like he was going to be forced to endure now.


	46. Chapter 46: Broken

**_Author's Notes:_**_ Another chapter out blindingly fast, and I must say the response to last chapter has been overwhelming! With the tension and suspense ramping up, I seem to be leaving all of you anxious and nervous. But the end of the story is within sight, people. Current predictions suggest we're well into the final 10 chapters, but there's still a road to travel in order to get there!_**  
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_Also, the last chapter has marked two big milestones! First, all the feedback you have all left me has finally come down to a total of over 500 reviews! This is beyond anything I ever imagined for this story, and has blown me away! You guys are all the greatest! On top of that the last chapter saw the story pass the 150,000 word mark. I actually did not expect the story to be this long when I started writing, and if this keeps up, it will turn into the longest story I have ever written. Period. A feat I am very proud of._

_As always, thank you to everyone for reading, and let's keep this story going!_

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><p><strong>Chapter 46<strong>

**Broken**

When Starfall reappeared, he immediately crashed back onto the ground, feeling smooth pavement beneath his belly as he lay there, face down, not really wanting to move. What point was there, any more? In twenty minutes, he would be dead...and that just was not enough to do anything he really wished he had done before his time had come.

After a moment, he decided he might as well at least see where he was, and looked up, glancing around with tired, resigned eyes. Sure enough, he was still in Canterlot, though now outside the castle. As he took in his surroundings, he dimly realised that he had been thrown onto the far side of the drawbridge the surrounded the castle, and lying on the pavement out in the deepest section of the Royal District. He could see that the castle was still sealed off, all doors, windows and balconies covered in glowing silver magic fields, small bubbles sprouting up here and there to keep ponies either out of, or locked in, the various courtyards and gardens the castle possessed.

The entire place was sealed and secured...and Starfall knew Cosmo would not be stupid enough to have forgotten to safeguard it against unicorns attempting to teleport through the barrier. There was no way back in, and even if there was, there was still no way to stop either Cosmo or Nightmare Moon.

"Starfall!" the familiar voice of Twilight Sparkle cut through his despair to reach his ears, but Starfall barely responded, even as the unicorn ran up to him, sporting a couple of bruises, but otherwise looking okay. "Starfall, are you okay? What happened in there?" she asked, clearly concerned, and a little desperate. She knew things were bad, but as her friends also crowded around, it was obvious that they had no idea they were all already dead, and were simply living on borrowed time, now.

"We've been trying to find a way back into the castle since Cosmo teleported us out, but he's got the place sealed up...not even Twilight can break through his magic," Rarity explained. "It's like he wants up to be here...that he wants us to see something, like that light show from before."

"Starfall, talk to us," Twilight pleaded once more, having noticed his silence so far. "What happened...what did they do to that comet just now?" she asked, making Starfall cringe. She really did not know...they were all so oblivious, and it was down to him to break the horrible, final truth to them.

"I..." he tried to say, his voice too choked up to vocalise anything coherent at the moment. How do you tell six close friends that you are all going to die within the next half an hour? When he finally did find his voice, his tone was hollow, empty...as if he was dead already. "It's over, Twilight. Nightmare Moon defeated Princess Celestia...struck her down. Then she and Cosmo, they...they called upon the heavens, turned the comet towards us. In about twenty minutes, Canterlot will be gone...along with all of us."

The tears came unbidden, Starfall coming to grips with the finality of the situation, the hopelessness of it all. His whole body shook with despair and the crushing sense of finality, knowing his death was upon him. Even Twilight and her friends seemed rather stunned, the ever-exuberant Pinkie Pie even going still as the finality of the situation struck her.

Nopony seemed to know what to say to Starfall in the next few moments, leaving him to just sit there, sobs starting to ripple through his shaking body. How? How could it come to this? How could a tragedy from so long ago continue to cause chaos and misery so many years on? The world seemed intent on taking everything away from him; a loving family, his livelihood...and now, just when things had started looking up, his new way of life, his new friends, and the mare he had fallen in love with were being taken from him...before fate would finally grant him some small mercy, and take his life to end it all.

Starfall finally decided that he had had enough, getting to his hooves...even just looking at his friends, knowing they were all going to die soon, was too much for him. Even standing, it was easy to read to total defeat in his whole body. He looked weak, his head hanging heavily, his suit still on, but frayed and ruffled, Starfall not bothering to fix up his appearance, or even take the suit off, as Twilight and her friends seemed to have done with their dresses sometime after being thrown out of the castle.

"Hey!" Starfall distantly heard Rainbow Dash's cry, but did not pay it any attention, even as he heard her chasing after him, the steady wing-beats telling him she was airborne. "Starfall, what are you doing? Where are you going?"

Even as her friends joined in, calling out to him as he wandered aimlessly away from the castle, though Starfall did not reply. He just wanted to be left alone...to find somewhere he could curl up and lament on his life in peace. He was done fighting, had enough of struggling, only to have fate spit in his face every single time. He just hoped he could find some form of peace before that comet arrived and destroyed him...and all of Canterlot.

"Umm...excuse me, mister...are you Starfall?"

The small, feminine voice, seeming to come from a young pony, leaving Starfall surprised. He did not know any foals, so how did this young one know him? He gave a heavy sigh, still not bothering to look up...he just was not in the mood to help anypony out right now. "Now's not a good time, miss," he muttered, his voice as hollow and empty as ever, not even stopping as he continued to wander on.

He barely got a few steps though, before the voice called up again, clearly following him. "Please, mister...if you really are Starfall, can I please just say something? It'll only take a moment, really."

Starfall could hear the stubbornness in the filly's voice, sighing and turning around. "Alright, what is it?" he groaned, looking up to spot the young pony, before freezing as his eyes found her.

The filly was a little older than he had expected, right on the very start of adolescence, it seemed, already going through her first growth spurt, if her slightly gangly appearance was anything to go by. What had made Starfall pause, however, was her appearance. The light blue coat, accentuated by a deeper blue mane and tail. And those light, purple eyes...he recognised those eyes, though last time he had seen them they had been full of mind-numbing fear and panic.

The filly smiled at Starfall, clearly seeing the recognition in his eyes. "You remember me, don't you, Starfall? I always wondered if you remembered..."

Starfall merely blinked, still too stunned to answer. The filly's looks and words meant she could only be the helpless, scared little Earth Pony filly that he had rushed back to save in Stratos Crossing four years ago. The four years seemed to have been kind to her, seeing her start the transition towards becoming a bright, beautiful young mare. But right now, Starfall could only wonder what she was doing here.

Before he could open his mouth to ask, though, the filly spoke up herself. "I never forgot that day, you know. I ran off after you saved me...I mean, I was scared, and just wanted to find my mum and dad...but I always remembered you, even if I never knew your name, and what happened to you after that. I always wondered if you remembered me...if you wondered what had become of me, as I had wondered about you."

Starfall swallowed, still trying to figure out what to say, even as the filly continued speaking. "My mum and dad made it out, and we managed to find a new place...they were so glad I had made it, and when I told them about you, they had always wanted to find you, so they could meet you and thank you for saving me." She paused for a moment, offering Starfall another smile. "And then I read about somepony learning about the stars under Princess Luna's guidance, and when I saw a picture, I finally knew who you were...Starfall. When I heard that you had been invited to the Coronation Ball thingy with Luna, I convinced my parents to take a short holiday here, hoping that I might get a chance to see you..." she trailed off softly.

The last part made a pang of heavy guilt go through Starfall. This filly had come to Canterlot, and to certain death, looking for him, just so she could say hello and thank him for a four year old event. A distant part of him was relieved to finally learn that she had reunited with her family, and that they had gotten on with their lives in the wake of the disaster...but it all seemed so meaningless now that she was here, facing certain death.

"Kid, I..." Starfall started, trying to figure out what to say, how to explain the situation to her without just scaring her senseless again.

"Archer," she cut over him. "My name's Archer."

Starfall nodded. "Listen Archer...I appreciate the thought and effort you've gone to, and I'm glad to hear you and your family got out okay, but you shouldn't have here. You should go back, find your family, and..."

Archer's ears seemed to droop, the heavy look that made her appear so much older than she actually making Starfall pause. "I know, Starfall...I saw the lights, the stars...the comet. I know what's happening," she said softly, the weight of it clearly affecting her. The fact that she was still so calm astounded Starfall...had the incident at Stratos Crossing gifted her with a maturity beyond her years?

Starfall sighed. "Then you know should go back to your mum and dad...spend some time with them...before it's too late," he encouraged softly. He wished he could do the same, but his family had cast him aside in the wake of the Stratos Crossing disaster...and with Luna corrupted and sealed inside the castle, he had nopony left to spend these last moments with. His head hung low, the young stallion having never felt so alone in his life as he did right then.

"I wanted to at least see you, Starfall. You save my life back then...I couldn't just ignore a chance to thank you for that," she said simply. "But...you seem so lost, so hurt. You were so brave last time you were in danger...you look like you've given up, now..."

Starfall sighed, all his grief and frustration coming out, although he had no idea why he was laying his soul bare to this filly he hardly knew. "I tried, kid...I was in the castle when it all started, but...it's just too much," he admitted, his voice full of anguish.

"What do you mean, Starfall?" Twilight's voice startled Starfall, making him groan as he saw her, and all her friends, trotting up, clearly having caught up to him.

He wanted to clam up, to just ignore them all and run off, find a quiet corner to cry himself out until the comet came, but instead, his emotional fragility caused him to burst like an overstressed dam. "Everything!" he finally screamed to the heavens, making the seven ponies around him cringe back. "A pony I once called my best friend has stormed Canterlot Castle, ruined what was going to be a great night, turned the pony I love into a twisted mare of darkness, and used her to defeat Princess Celestia and call down a comet that's going to destroy Canterlot, and kill everypony and everything I have ever cared about...all for revenge because his little sister was killed at Stratos Crossing, and he blames me and the Princesses for it! Thousands of ponies are going to die because I failed to act in time four years ago!"

Panting in the aftermath of his frustrated, anguished, guilt-ridden rant, Starfall could see that everypony around had been stunned into silence, clearly having not expected the outburst. Surprisingly, Rarity was the first to recover. "'The pony you love'?" she repeated. "Starfall, do you...?"

Starfall nodded, not even bothering to hide it, no blush forming any more. There was no point hiding it any more, not now...he was all-but dead as it was. He also spotted Twilight's confused look, and sighed. "I know, Twilight...I know I said I'd get over it after that incident. But I didn't...I hid it well, because I knew she wasn't interested, but...I admit. I've fallen in love with Princess Luna...and to see her...turned, like that..." the anguish filled his voice again, a few stifled sobs escaping him.

Rainbow Dash's response stunned Starfall with the level of snide venom it carried. "So you're just gonna give up, then? Run and wallow in self-pity while waiting for the comet to drop?" she demanded. "Yeah, that's real love and devotion right there, Starfall. What happened to the brave, gusty pegasus that I saw at our race?"

Starfall looked up at her. "Don't you get it, Rainbow?" he snapped back. "We can't get back into the castle, Cosmo sealed it! And even if we could, there's still no way of stopping the comet now! There's nothing that we can do!" he cried, collapsing onto the ground once again, now crying openly, not caring who was there to see him so broken, so defeated...he expected Rainbow Dash, along with all the others, to just leave him be now, Dash's earlier derisiveness making him believe his friends were about to about to abandon him for giving up.

So when Starfall felt a set of hooves wrapping under his forelegs and wings, helping lift him to his hooves, he was left a little surprised, blinking back his tears to see Applejack holding him up, giving him a small, half-smile. "Now ya listen here, Starfall...and ya listen good, okay?" she said, her voice gentle, but with a sharp edge that said she was not making a request, Starfall sniffling a little to get himself under control as Applejack let him go. "There is always something we can do, no matter how hopeless it seems, Starfall. As long as we're all still breathin', there's still hope," she said, placing a hoof on Starfall's shoulder.

Fluttershy, displaying a level of calmness that Starfall would never have attributed with her, also came up to Starfall. "Please, Starfall...Applejack never lies. I know it all seems hopeless, but we can't give up now...we can't let Cosmo and Nightmare Moon win." The timid pegasus added her own hoof to Applejack's, Starfall's gaze now jumping between the two of them.

Rarity also added her own piece, coming up beside Starfall to place a hoof gently on his right wing. "Just believe in us, Starfall...and believe in yourself. Sometimes all it takes is a little hope and courage, and the worst disasters suddenly become a little less insurmountable."

Pinkie Pie also sprang in, rubbing Starfall's back gently. "I know I can seem a little silly and dumb sometimes, but I know you're a really good pony, Starfall. If anypony can find a way to stop this, it's you," she added, her hoof leaving Starfall's back so she could wrap her hooves around his middle from the side in a awkward sort of bear hug.

Rainbow Dash also stepped forward, her hoof on his left wing now, all trace of her earlier venom gone, now smiling softly at him. "Nopony can do this alone, Starfall. Why else do you think we'd chase your sorry rump all this way?" she asked, giving him a small smirk, the collective effort of the five mares finally starting to lift Starfall's spirits a little.

Finally, the five ponies parted slightly, though still keeping a hoof on each shoulder and wing, Pinkie never letting up her hug, as Twilight finally came up in front of him. "Starfall...I know how bad it can feel. I've been there...that sense of hopelessness, that feeling of total inadequacy, when evil has claimed total victory, and you don't think there is anything more that can be done. But if there's one thing I've learned, it's that there is something evil can never understand...and never defeat: Friendship."

"It all seems so hopeless now...but it's not over yet. There is still time. All of us, Starfall...we are all your friends. And Luna...Starfall, I know Luna rejected you rather harshly, before...but I've seen the way you two have grown so close while in Ponyville. You're the best friend she's ever had, Starfall, and love is just as powerful against the darkness as friendship. If there is anypony here than can dispel the shadow of Nightmare Moon, and bring Princess Luna back to us, it is you, Starfall, I know it. Please, Starfall...believe in yourself...believe in us...believe in our friendship. We can still save Equestria. Now what do you say?" she asked, holding out her hoof, giving him the most encouraging smile she could muster.

As Starfall hesitated, looking glumly at all of them, Archer spoke up, making Twilight step aside a little so Starfall could see her. "Starfall...I've heard the rumours that somepony knew that Stratos Crossing was going to be hit before it happened, and warned the town in time to save almost everypony from certain death. I know that pony was you, Starfall, and I...I also believe you can save Canterlot tonight, Starfall. Please, I know it all seems so bad, now...I'm scared, too...but if anypony can save us, it's you. You saved my life...so I know you can do it. Surely you can believe, too?"

Starfall looked up, twisting his head so he could look at all the ponies around him, his breathing turning shaky with the emotion of the moment. All of them...including Archer...were standing by him, in his lowest, most broken moment, still supporting him and trying to keep him going, even when he himself had given up all hope.

It was like nothing he had ever experienced before...friends that stood my him, even in the darkest of moments, never letting him go, never giving up on him. Feeling his eyes watering, able to basically feel the friendship flowing all around him, Starfall met Twilight's eye, and gave her a small, determined smile, taking her hoof in his.

Twilight grinned back at him. "Now _that's_ the Starfall we know!" she said happily, before pulling him into a hug, the rest of her friends joining in, leaving Starfall smothered by ponies all around him. But right now, he did not care...he had friends who truly cared about him. That was proving enough to give him the hope that maybe, just maybe, they could find a way to stop this disaster yet.

"Alright, enough of the sappy stuff!" Rainbow Dash finally said, pulling out of the group hug, everypony else following suit a little more reluctantly. "We're running out of time, and unless we can find a way back into the castle, Nightmare can just keep calling down that comet, even if we stop it."

Starfall, however, was bolstered by his new hope, scouring his memories...his lessons with Luna meant that he knew the castle a lot better than any other pegasus, and something in his memories was nagging him about this. Cosmo had never been inside the castle...and Starfall knew he would never have managed to get through the stringent security, meaning the unicorn must have come in via some kind of secret, unknown entrance...and entrance Starfall felt he should know about, for some reason.

As he thought back, his mind suddenly remembered a crucial detail from what had been a painful day. The rainy morning, when Princess Celestia had taken him to Canterlot Castle to confront Luna about the revelation of his crush the previous day. As they had approached the Royal District, he had noticed Cosmo loitering about in the rain, near where the wall of the Royal District met the side of the castle itself...

Starfall gasped, his eyes going wide, as some life finally seemed to flicker back into them. It was a long shot...a really long shot, but if he was right, then maybe, just maybe, there was still a chance to end this!


	47. Chapter 47: All or Nothing

_**Author's Notes:** Once again, the response to the last chapter has astounded me! And yes, we're getting very close to the end now...not much longer is left. But how will it end? That, my friends, will only be answered by reading on!_

_Before I let you go, though, I must send a massive thank you to "Mauritaly", who made an amazing little image in tribute to this fic, completely out of the kindness of their own heart! Words can't express how much I appreciate the gesture, but thank you, all the same, it's amazing!_

_Now, then, on with the show..._

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><p><strong>Chapter 47<strong>

**All or Nothing**

Twilight rapidly picked up on Starfall's sudden spark of hope, her own face showing that same eager hope as she smiled at him. "What? What is it, Starfall?" she asked, all her friends crowding around as well, eager to find out about whatever brainwave Starfall had just been given.

Starfall looked up at them. "A while back, I once caught Cosmo hanging around near the wall to the Royal District, where it merges with Canterlot Castle. It was raining that morning, meaning he wouldn't have been there without a reason...except there's nothing but residential houses there. I wondered what he was doing loitering there...and now I think I know. I think he found a secret entrance...some kind of back door into the castle there! I think that's how he got in, and if I'm guessing right, he might not have thought to seal it off...or deliberately left it open. I doubt he wants to die here with the rest of us, and so will have some kind of escape plan."

For a few moments, none of the six mares said anything, just staring at him for several moments. Twilight was the first to recover, once more bouncing forward to give Starfall a big hug. "Starfall, you're a genius! That must be it! Cosmo must have found something by that wall, a secret passage leading into the castle!"

Starfall smiled, his eyes narrowing slightly as he turned towards the road leading out of the Royal District, near where he had seen Cosmo on the far side. He spared a quick glance up at the sky, pausing as he noticed the comet had come noticeably closer. The faded stars had dulled the night sky's appearance, making the comet even more prominent as it streaked towards them...Starfall guessed that they had maybe fifteen minutes...if that.

He shook his fear off, knowing he had to focus...they had no more time to lose. "Come on, we have to get back inside!" he called, starting to gallop off, before pausing, noticing the six mares were instead fixing to head the other way, Twilight looking over her shoulder at him, catching his confused look.

"There's something we need to get first, Starfall!" Twilight called to him. "Something we have hidden away that can stop the comet before it's too late! Go on, Starfall, you need to buy us as much time as possible! We'll be right behind you!" Starfall hesitated, wanting to know exactly what they were doing, but Twilight urged him on. "There's no time to explain, Starfall! Go!" she cried, spurring him into action, turning back around and galloping away, knowing that from this point on, every second counted.

Spotting Archer, who had been lost in the crowd, racing to catch up to him, Starfall paused, turning back to her. "Archer, listen to me. I want you to go home, get to your family, and try and convince them to leave Canterlot, as fast as you all can," he said, holding up a hoof to stop the filly's protest. "I know you want to help, but trust me, you'll be helping me more than you can realise by getting yourself, and your family, out of here. I'll try and buy you as much time as possible."

"But..." Archer tried to protest further, but Starfall shook his head. He could not let her, still such a young filly, into such a dangerous situation.

"Archer, where I'm going, there's a good chance ponies will be killed...please don't make my effort to save you all those years ago be in vain now. I can't stay around to warn everypony of what's about to happen...but you can. You've already done so much...you gave me hope again, and I can't thank you enough for that. Can you do this for me, now? Can you go to your family, and warn everypony you see along the way?" he begged of her.

Archer finally seemed to understand, swelling herself up with pride at the idea of being able to do something important. "Just hurry, Starfall...I know you won't let us down!" she said, before galloping off, leaving Starfall alone once more as he raced for the spot where he had seen Cosmo all those months ago. There had to be something there...there just had to.

But, once again, he did not get very far before a familiar couple called out to him. "Starfall! What's going on? Where are you going?" Princess Cadance and Shining Armor, seemingly exploring the outer perimeter of the castle, trying to find a way in, abandoned their search to chase after Starfall, once it became apparent that the young pegasus was not slowing down.

Starfall made to call out to them once they had caught up, but Shining Armor beat him to it. "We were outside the castle, checking on the security when the whole place just sealed up...we haven't found a way passed it yet, and have no idea what's going on, but we saw what happened with the stars and the comet. It's bad, isn't it?" he asked, seeing the grim, determined look on Starfall's face.

The yellow stallion nodded, before going into a quick explanation, briefly going over Cosmo's appearance, Luna's corruption back into Nightmare Moon, how she had defeated Princess Celestia while Twilight and the others had been teleported out of the castle, before finally describing Nightmare Moon's impressive magical display that was bringing the comet down on top of Canterlot, along with the fact that they had well under fifteen minutes left now.

"I remember seeing Cosmo hanging around the wall to the Royal District next to the castle a couple of months ago...I'm sure he was scouting out some kind of secret passage into the castle, preparing for just this sort of thing," Starfall finally concluded, never even slowing down in his desperate gallop, finally passing through the gates out of the Royal District, immediately swinging back around towards the castle.

Cadance called out as they kept running, responding to his tale. "I think I remember hearing various rumours about such a passage...some of the guards refer to it as the Commoner's Gate, but nopony's sure if it actually exists, or whether it's just an old mare's tale, to give the common Canterlot citizen that feeling of having some small access to the Royal Palace."

Shining nodded his agreement. "The guards talk about it all the time...but I've never had it's existence confirmed...and I'm supposed to know every secret passage the castle has," he added, frowning. "Are you sure that's what Cosmo was there for, Starfall?"

Starfall nodded. "It's the only reason that makes sense...there has to be something hiding there, Cosmo had no other reason to be there at the time...he wouldn't go out in the pouring rain just to take a random stroll, even if he can create a magical umbrella at will."

But Starfall stopped, looking around, quickly recalling the details. "This is it...he was here when I saw him...the entrance has got to be around here somewhere..." he said, already starting to look around, focusing his attention on the wall, where he could see the castle rising up directly behind it. This was the spot...the best place to hide a secret passage to the castle that was accessible to general Canterlot.

Shining Armor, still seemed sceptical, but after sharing a look with Princess Cadance, who seemed to have a bit more faith, he finally shrugged, joining in the search with her, fanning out to try and inspect the wall, looking for any sign of some kind of secret passage, Cadance and Shining even using their magic, their horns flaring as they seemed to scan the wall...likely looking for any kind of hollow points or unusual markings that would alert them to the possibility of some kind of hidden room or passageway.

But Starfall grew frustrated quickly...they could not afford to waste time searching for it, and as Shining and Cadance's efforts turned up no results, he growled and turned away from the wall, glancing up at the sky...the comet was still closing in. They could not have much more than ten minutes now. If he did not find the passageway soon, it would be too late.

But as Starfall looked back down, intent on doing another sweep, something caught his eye. One of the houses next to the wall did not match up with the design of the rest of them, looking significantly older, almost ancient. As Starfall trotted over to it, he noticed that the house was covered in cobwebs and dust, and the paint appeared to be peeling away from the walls. It had obviously fallen into disrepair, likely abandoned for some time.

As Starfall moved a little closer, he saw that the front door had a simple notice tacked onto it, a simple warning that the house was dangerous, and that nopony should enter. The notice had been signed by Princess Celestia, and appeared to have been left there before Starfall was even born. From this distance, Starfall could also feel the slight tingle in the air, making his fur stand on end, feeling a little like a vague static charge in the air...strong magic was warding this door, and the entire house, really.

But as Starfall leaned in for a closer look, he spotted something that made his breath catch in his throat. "Cadance! Shining! Come here for a moment! I think I've found it!" he yelled, hearing hoof beats immediately follow his call as the newly-weds raced to find him, clearly hoping he had found the entrance they were looking for.

"What is it, Starfall?" Princess Cadance called once they reached him, looking up at the abandoned house. "Oh...this has been like that for as long as I can remember, nopony ever seems to do anything about it."

"This is just another abandoned, warded house, Starfall," Shining Armor said, sounding a little disappointed. "Everypony knows not to go near these kinds of places, now come on," he said, about to walk off, only for Starfall to gesture rapidly at him, getting him to pause.

"Wait, Shining. You said everypony knows to avoid these, and I feel the magic sealing it from curious ponies, but if that's the case, how do you explain this?" he asked, pointing to the door, specially the doorknob, before gesturing down the edge of the door, and finally to the gap in the floor directly underneath the door itself.

As the young couple took a look, themselves, they froze, Cadance giving the smallest gasp as they both saw what Starfall had seen. First, while the whole door was covered in dust and cobwebs, the doorknob, while still looking dull and rusted, was clean, suggesting somepony had touched it...very recently. The door frame from the next port of call, and again, a sign of something being amiss, the edge where the door swung away when opening showing signs of having cobwebs covering it, only for them to have been broken recently, which could only mean somepony had opened the door.

And finally, there were marks in the dust lying in the gap underneath the door...clean patches on the floor of the doorway. That was the final piece of evidence...not only had somepony managed to get the door open, but they had also gone inside the building.

Shining was the first to respond, seemingly stunned. "But...Princess Celestia herself saw to the wards surrounding this building. The magic needed to get past them would be...immense," he said softly.

Starfall frowned. "The dark magic Cosmo's been influenced by would almost certainly be strong enough," he said, his voice low. "Can either of you break through it?" he asked, looking between the two of them.

Cadance gave a small nod, stepping forward. "I know how to dispel these wards. One moment..." she said, before closing her eyes, concentrating as her horn flared to life, the pale blue magical aura swirling to life, drifting from the tip of her horn towards the house, stopped when a layer of golden magic flared into view, the wards reacting to Cadance's magic as she tried to circumvent them and allow them to enter the house.

It took several long, agonising moments, that felt like hours to Starfall, but eventually the golden aura around the house faded, Cadance letting her own magic fade away, taking a moment to catch her breath. "That should do it, we should be able to enter, now," she assured them.

Starfall nodded, approaching the door carefully, slowly reaching a hoof up to the doorknob. When he touched it, and felt no magical presence trying to force him back, he steeled himself and opened the door, peering inside the gloom of the house. As he expected, the place was barren and run down, filled with dust and cobwebs, what little furniture there was laying moth-eaten and half destroyed.

It looked just like any other abandoned house...but Starfall knew this one was different, it had to be. "There's got to be something here," he muttered, looking around, trying to find any sign of some kind of passage that would lead down and under the wall, back to Canterlot Castle.

Before he could really even get started, though, Shining Armor did a quick scan with his magic, the magenta glow soon fading away as Shining's eyes lit up. "This way!" he called, leaving them over to the far corner of the main living room, Starfall and Cadance following on after him.

Sure enough, there in the corner, looking like it was supposed to be concealed under a rug that had long since turned to dust, was a simple wooden trapdoor, concealing what must have been some kind of passageway down underneath the house.

"As far as I can tell, the tunnel beneath this trapdoor heads back towards the castle," he said, giving Starfall an impressed look, clearly proud that the young stallion had worked out the secrets of this passage. "There's no time to waste! If we don't hurry, Cosmo and Nightmare might decide they've lingered long enough and leave!"

But just as Shining lifted the trapdoor with his magic, and was about the clamber down the stairwell that was laying underneath, Starfall lifted a hoof. "Shining, wait. Twilight and her friends had to detour...said there was something they needed to get first. They'll need somepony to guide them to this house when they catch up," he warned, making Shining pause.

The Captain of the Royal Guard quickly made to protest, but Starfall cut him off. "Not only that, but if I...if I can't stop them," he continued, stuttering at the thought of what that possibility meant. "Then Cosmo might not be expecting any pony to be waiting for him back on this end. You should be able to catch him off-guard if you do. Besides, we can't let any innocent ponies accidentally find this place, now that the wards are down." Seeing that the unicorn stallion was still on the fence, Starfall grimaced. "Please, Shining. I...I need to do this. I have to believe Luna can still be saved from the darkness...that both of them can..."

Shining finally sighed. "I don't like this, Starfall...it will be dangerous going back in there alone. I'm a trained Royal Guard, I really should accompany you," he offered, looking back at Princess Cadance. "Cadance can stay and wait for Twilight and her friends."

Starfall grimaced. "I know it's going to be dangerous. But I have to try," he said, full of soft, understated conviction. "Me and Cosmo have a history...it may be the best chance to turn him away from the darkness before it's too late. And Luna...she, well..."

Starfall was saved from explaining that rather awkward admission all over again by Cadance nodding softly. "I don't like this any more than you do, Shining...but Starfall is right. He's the best chance we have left, and he would probably have a better chance on his own. Let him go."

Shining looked at his wife for several moments, as if trying to muster up the conviction to protest her words, before seeming to give in, sighing even as he gave her a tender smile. "Alright...we'll do it your way, Starfall," he relented. "But the second Twilie and her friends get her, we're coming in for you, alright?"

Starfall nodded softly. That had been the gist of his plan, anyway, so he was not going to protest it in the slightest. "Thank you," he said to them both, before turning back to the trapdoor, steeling himself as Shining Armor and Princess Cadance wandered back outside, to wait for Twilight and her friends to come looking for him.

This was stupid...this was crazy! He was about to sneak into Canterlot Castle, to confront Cosmo and Nightmare Moon, who were both filled with a powerful, dark magic. Part of Starfall felt like he was about to undertake a suicide mission, that this night would be his last...but he ignored that fear as best he could, trying to keep his resolve strong. If he did nothing, death was a certainty. This way, he had a small chance of not only surviving, but saving the lives of thousands of ponies. To him, that made the risk worth it.

Taking a few deep breaths, mentally urging himself on, reminding himself what was at stake, and what the price would be if he failed, or took the coward's way out, Starfall finally moved his hooves, stepping cautiously down the staircase, into a small tunnel that had been carved in the stone beneath Canterlot, underneath the abandoned house.

Interestingly, the tunnel was lit up, small, magically-powered silver light glowing faintly within small containers fixed to the stone walls...clearly Cosmo's doing. This was definitely the right place, giving Starfall more confidence as he hurried down the tunnel, remembering that they were on a strict time limit. How much time was left? Twelve minutes? Ten? Seven? He was aware that the adrenaline in his system was messing up his sense of time, and without any view of the comet above, he just had no way of knowing.

The tunnel was too confined to allow Starfall to break into a full-speed gallop, so he was forced to settle for a swift canter, keeping an eye out for any sign of any branch tunnels or other unusual things, wary that Cosmo might have left traps. The unicorn seemed to have convinced himself that nopony else would find this passage, though, Starfall's trip being complete uninterrupted and unidirectional.

But once he got back to the castle, what then? Even if Cosmo and Nightmare were still there...which the barrier around the castle suggested they were, there was still the task of finding a way to stop them, preferably without hurting any of them. Starfall was sure they could resist the corrupting influence of the gem's dark magic, if only they could be given a reason to fight it, something to fight for...

Starfall's thoughts were interrupted, however, when he felt a shiver travel down his body, like he had just passed through something. He froze, thinking for a moment that it was a trap Cosmo had laid, ears flattening as he cringed, waiting for something horrific and painful to happen.

But nothing did, and as Starfall glanced around, he realised that the stone tunnel had given way to coarse, roughly chiselled marble...he was inside the castle limits. The shiver he felt must have been from passing through the opening in Cosmo's force field.

Starfall's spirits lifted slightly as he turned back around and rushed on, now more determined than ever. He was back inside the castle...there was still a chance to save Equestria...if he could only figure out what it would take to stop Cosmo and Nightmare Moon.

But the lack of plan did not slow him down. There was no choice...he knew the fate of all of Equestria rested on the next few minutes now. He had to do this: For himself, Canterlot, Equestria, his friends...and for Luna.


	48. Chapter 48: The Final Struggle

**_Author's Notes: _**_And after a small delay, I'm back with another chapter! I know I've been churning out a ridiculous amount of chapters thanks to my November writing challenge, and that you're all loving it. Sadly, all good things must come to an end. As of November 20, I reached...and passed...the 50,000 word target for the month! As such, my writing has slowed down significantly since, so daily chapter updates are not going to be a likely occurrence from now on. Don't worry, though...I will still endeavor to post as fast as my writing and inspiration allows, especially with the ending in sight._

_My last few chapters have generated a lot of response regarding Cosmo, and the revelation of the real reasons behind his mad quest to seek revenge on Starfall and the Princesses. I was in no way trying to make his actions seem justified...I was merely giving context, showing how Cosmo was driven to the state where he would seek out the dark magic now flowing through him, corrupting him into doing these terrible things. For me, villains who have their own actions justified...even if only in their own minds...are just that little bit more deep and compelling than a villain who's evil simply for, well...being evil. Just the way I roll, and thought I'd clear it up, since it was getting a lot of attention._

_But for now, thank you to all who read, reviewed, etc. and on with the story! This chapter's a big one...but it's not the end just yet!_

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><p><strong>Chapter 48<strong>

**The Final Struggle**

After what felt like an age to Starfall, he finally reached the end of the tunnel, pushing up a false section of floor at the end of the tunnel, before hauling himself up and into the castle itself, looking around the gloomy room, trying to figure out where he was in the castle, so he could work out where to go from that point.

The sight that greeted him made him smile in faint amusement...he was in a familiar, dark hallway...the very same hallway where Princess Cadance had quizzed him about his feelings for Princess Luna, the memory making him blush slightly.

Remembering that he was running out of time, Starfall quickly moved back towards the door to the entrance hall, still hearing the terrified cries of the various ponies trapped at the castle gates. Cosmo's shield was still holding strong, trapping dozens of ponies inside the castle while the comet above continued to fall towards them.

It was a horrific, barbaric thing for Cosmo to do, even in his corrupted state. Nopony was being given the slightest chance to escape, the black unicorn intent on killing as many innocents in Canterlot as he possibly could.

Starfall briefly debated alerting all the panic-striken ponies that there was a way out of the castle, that they could use the secret passage to make a run for it. But in the end, he stopped himself. It would take too much time, and escaping the castle would not matter at this point...not with how little time was left.

Abandoning that course of action, Starfall instead turned towards the main lobby, looking through the arched doorway cautiously, aware that, at this point, Nightmare Moon and Cosmo could be literally anywhere. As he looked around, though, the lobby appeared to be empty, though still bearing the scars of the massive battle between Princess Celestia and Nightmare Moon.

Remaining cautious, Starfall wandered out into the lobby, keeping his eyes and ears alert for any sign of movement, while trying to focus his attention towards the smashed windows and doors that lead out to the gardens, where Starfall had last seen the two of them. If they were still in the castle, it was likely that they were out there, basking in their triumph.

Starfall froze as he caught sight of Princess Celestia, still lying on the floor of the lobby, nopony having bothered to move her from where she had fallen. She appeared to be conscious...but only barely, still dazed and injured from her earlier defeat. Starfall quickly trotted over to her, trying to determine if there was anything he could do to help her. "Princess?" he called softly, trying not to draw attention. "Princess Celestia...?"

"Go..." Celestia's voice was weak, horribly so, but still managed to carry some form of authority. "Find...Cosmo...Luna...stop them," every word seemed like an effort, and for a moment, it looked like she had lost consciousness, as her head slumped back down against the floor, making Starfall worry for a moment.

But she continued to speak, sounding almost desperate now. "No time...go, Starfall. The fate...of Equestria...is in your hooves. Go..." her words hit Starfall hard, making him realise the importance of what he was doing, why he had come back. This was not just about his own life, or about saving Luna from herself. Canterlot, and by extension, all of Equestria, now hung in the balance...and he was the only one within the castle walls that could possibly save it all.

For a moment, the responsibility nearly overwhelmed his mind, realising that he had the entire world on his shoulders, his decisions affection the future of an entire nation, was almost too much to bear. But he managed to get himself under control, refusing to look at the overwhelming big picture. As long as he focused on saving Luna, and buying time for Twilight and her friends to arrive with a plan for the comet, the situation seemed so much more manageable.

He looked back at Celestia, giving her a nervous, but firm nod, before heading towards the gardens, staying away from approaching the shattered windows directly...trying to maintain some form of stealth. The longer Nightmare and Cosmo were unaware of his presence, the better.

As he reached one of the windows, keeping his body out of sight while he peeked around to look through the remnants of the smashed glass, he could see out into the gardens. There, through the trees and bushes, were the two corrupted ponies he was looking for. Nightmare Moon seemed to be sitting in the clearing in the middle of the garden, looking up at the sky. From what Starfall could tell, she was basking in her beautiful night that...if she had her way...would never end.

Cosmo was also looking at the sky, but his attention was focused somewhere else entirely, Starfall following his gaze to spot the meteor...far closer than when Starfall had last seen it. There had to be less than ten minutes left now. Time was running out...Starfall needed to do something, and do it now.

Not risking heading to the rather exposed door, Starfall carefully lifted himself up on his wings, floating as carefully and quickly as he could through the broken window, being mindful of both the broken glass, and how much noise his wings made. The moment he was outside, he settled himself back on his hooves, taking cover behind a large tree as he tried to work out how to get closer, a vague plan starting to take shape in his mind.

As he slipped from behind the tree, moving closer as he ducked behind a set of thick shrubs, he heard Cosmo sigh. Too close to risk peeking over the shrubs, Starfall carefully tried to see through them, getting a heavily obscured view, but unwilling to risk making noise by parting the shrub for a better look.

From what he could see, though, Cosmo seemed to have gotten bored. "I'm going to check everything's in place for our escape," he stated to Nightmare shortly. Before getting to his hooves, Starfall ducking a little lower as he saw Cosmo head back on the path towards the castle lobby...a path that took the corrupted unicorn very close to Starfall's hiding place.

It was all Starfall could do to avoid hyperventilating and giving himself, forcing himself to calm down, taking deep, slow, quiet breaths as Cosmo wandered passed, giving no indication that he thought anything. Starfall actually held his breath for a few moments as Cosmo continued towards the castle. If Cosmo turned around now, Starfall was completely exposed and vulnerable.

But Cosmo never turned around, Starfall releasing his held breath in relief as the black unicorn disappeared from sight, leaving Starfall alone with Nightmare Moon. As this fact came to his mind, he got a reckless, stupid, downright crazy idea. It would be the biggest risk he had ever taken in his entire life, but as he looked up at the rapidly approaching comet, he realised this was a risk his life depended on. He had to try.

Taking a deep breath, Starfall mustered up his courage, and stepped out from behind the foliage, making his way out into the clearing, straight for Nightmare Moon, making absolutely no attempt to hide himself. It was time to confront his fears, and attempt a seemingly impossible feat...pulling the Princess of the Night away from the dark influence corrupting her.

Despite Starfall making no attempt at hiding himself, Nightmare Moon did not appear to notice him until he was right on top her, blinking as she tore her gaze away from the stars to look at him, a sneer forming on her face. "Well, well, well...look who's back. Come to beg for mercy?" she drawled, Starfall surprised that she was not curious as to how he had gotten in...clearly she was too wrapped up in her perceived victory to care how he had made it back to her.

Starfall, however, was not about to question that, shaking his head. "I'm not here for you, Nightmare Moon," she replied, surprised at how steady he was keeping his voice. He felt so nervous, he was certain his voice should be shaking like a leaf. "I'm here for the truth buried beneath the darkness. I'm here for...for Princess Luna."

Nightmare gave him a strange look, as if she was confused by his words, and though he had lost his mind. "Did you take a knock to the head, little colt? Luna, and Nightmare Moon, are one and the same, two sides of the same bit!" she cried, leaning in close to him, clearly seeking to intimidate Starfall. "I _am_ Luna!"

For a moment, Starfall almost gave into the intimidation, letting Nightmare's presence scare him into silence...but he managed to keep it at bay, just. "No..." he said softly, the single word making Nightmare stop, her eyes wide...likely having never had anypony say no to her so directly before.

"No, you're not Luna," he said, more boldly and defiantly than before. "You may control her body, you do not control her spirit...her soul. I know she is in there somewhere, and it is her I want to talk to, not you," he continued firmly, before doing what was probably the last thing Nightmare Moon ever expected from the young stallion...he hugged her.

Even Starfall couldn't believe the downright stupidity of what he was doing...he was actually hugging one of the darkest figures in Equestrian mythology. Even if his intention was to reach out to the lonely, stoic princess hidden deep inside the darkness, it was still the boldest, most foolish thing he had ever done. All Nightmare had to do was hit him with a spell, and it was all over.

But Nightmare seemed so shocked by his bold, unexpected move, that she could not find a way to react. Starfall, knowing his time was limited, seized on this opportunity, leaning in close to her so he could whisper, trying to reach out beyond the darkness of Nightmare Moon, to find wherever Princess Luna was hidden within that corrupted soul.

"Luna...Luna, I know you're in there, somewhere," he said softly, still holding Nightmare, hoping the constant contact might keep her from coming to her senses for long enough to try and get his message across. "It's me, Luna...it's Starfall. Please, if you can hear me...I really need you here."

He took a shaky breath, before rapidly continuing...Nightmare still seemed too stunned, but that would not last much longer. "You're strong, Luna. I know you are...you're the smartest, toughest, most beautiful pony I know, and if anypony has the strength to fight off the darkness...I know it's you. Please, Luna...I can't do this without you. I need you back. I...I..."

"Enough!" Nightmare's sudden shout caught Starfall off-guard, stopping his desperate pleas mid-sentence as the mare of darkness pushed him away, before she grabbed him in a field of dark blue energy, quickly hurling him away, sending him crashing roughly to the grass a short distance away, knocking the wind out of him as he struggled to regain his breath, and get back on his hooves.

"What do you think you're doing?" Nightmare shouted, clearly enraged by his passive attempt to stop her. "Stupid little fool, did you really think mere words could stop me? Embrace your fate, little colt, you will never see the sun again!" Nightmare's words took on a more confident, triumphant tone, though seemed to have a strange, angry edge now...Starfall realising he had just made the corrupted alicorn even more angry than she had been before.

He had so hoped it might work...that somehow, by pleading with Luna, he could somehow use whatever affection she carried for him to spur her on, to drive her to fight back and overwhelm the darkness corrupting her, sealing her true self away. But it had all been in vain...he had overestimated Luna's feelings for him, it seemed. The thought hurt Starfall a lot more than he wanted to admit, even to himself, especially since all of Equestria had been riding on the gamble he had just lost.

"It is over for you, for your friends, and for Equestria! The night...will last..." Nightmare seemed to be about the brag of her success, but paused, staring in bewilderment at something behind and above Starfall, making the pegasus look over his shoulder to see it for himself.

A disembodied light, pale blue in colour, and clearly some kind of magical aura, was floating their way. Even as Starfall looked, it split in two, swirling around itself and forming into two distinct shapes...two halves of a broken heart.

"What is this?" Nightmare's confused question made Starfall glance over at her, noticing that she seemed to be transfixed by the sight, much like he was, only seemed a lot more repulsed by it. One of the broken halves floated over to Nightmare, while Starfall was surprised to see the other half spin around his own body for a second, shifting into a pink hue, as Nightmare's did, before both halves seemed to converge on each other, as if they were about to merge.

Eyes widening in vague understanding, Starfall looked back towards the castle proper, immediately spotting what he was looking for. There, in the lobby, was Princess Cadance, her horn aglow with her signature blue power, clearly attempting to cast some kind of spell to do with himself and Nightmare Moon...or Luna.

"_You see, I have a talent for spreading love wherever I go. With a single spell, I can make quarrelling couples remember why they love each other, and stop their fights, and rekindle romantics passions that have been suppressed for days, even weeks."_ Cadance's words from earlier in the night came back to Starfall, and he gave a small gasp as he whirled back around, watching the broken halves spin around each other, the magic clearly working to find some kind of requirement for them to be able to merge fully.

It all became clear for Starfall: Cadance knew that Starfall loved Luna, and was taking a chance, casting her spell to spread and reignite love, and attempt to pull Luna back from the darkness, hoping that the Princess' affection for Starfall was strong enough for the spell to take hold.

But at that moment, just when Nightmare started backing away, realising what the spell was trying to do, Starfall heard a brief, incoherent yell, a crack that sounded distinctly like spell-fire, and another yell, this one of pain, before the two broken heart halves simply vanished out of the air, the spell lost before it could be completed.

As both Starfall and Nightmare Moon recoiled from the sudden loss of the spell...though likely for very different reasons, Starfall whirled around, just in time to see Cadance fall out of sight away from the window where she had been standing, spotting Cosmo standing there, face contorted with rage, his horn flickering for a moment, before the silver aura that had surrounded it all night disappeared...his rage so great it seemed he could no longer focus on the spell holding up the shield surrounding the castle.

"No!" Even from this distance, Cosmo's enraged cries were clearly audible, Starfall seriously worried...how badly had he hurt Cadance? Was the Princess even alive at this point. "I don't know how you got passed my barrier, and I don't care! You are _not_ ruining this! Not now!"

Starfall saw Cosmo light up his horn again, and now knew what was happening...Cadance was still alive, Cosmo simply knocking her aside in his haste to stop her spell...but he had no intention of keeping her alive any longer. He was scared...Cadance's attempt at casting that spell had clearly scared Cosmo...badly. He was vulnerable, and if Cadance was here, then Shining Armor must be right behind her with Twilight and her friends.

Knowing he needed to act, and fast, Starfall did the first thing that came to mind, his wings flaring out wide as he took off, moving as fast as he could straight for the window back into the lobby where he could see Cosmo, his entire focus concentrating on that single point.

Cosmo clearly saw the movement out of the corner of his eye, looking up as he was lowering his head to prepare the spell that would finish Cadance off. He turned to face Starfall, clearly intent on turning the spell on him instead.

Starfall seemed to be just too fast for him, however, crashing into the unicorn hard, sending them both tumbling across the lobby floor, Cosmo's spell flying wildly high, leaving a long, deep gash in the marble roof, the area around the gash scorched black...clearly a highly potent, and very deadly spell.

Starfall rolled to his hooves as fast as he could, seeing Cosmo doing the same, knowing he could not afford to hesitate, even for a second, Starfall galloped forward once more, a hoof swinging out to strike Cosmo's horn as the corrupted stallion attempted to fire yet another spell. Cosmo yelled, recoiling from the blow, his horn fizzling as the spell was interrupted.

It was Starfall's only advantage. The pegasus may not know how to fight well, but Cosmo, as a unicorn, was naturally over-reliant on his magic, and Starfall knew that as long as he could keep Cosmo's concentration broken, and interrupt any spell he attempted to cast, he could hold the unicorn off, even in his corrupted state.

But this tactic did not last long before Cosmo attempted to counter, flashing out of existence as Starfall tried to hit him again, teleporting away. His instincts kicked into overdrive, and having a bad feeling about where Cosmo had gone, spread his wings and took to the skies once more...not a second too son, as Cosmo's latest spell blew out the floor he had been standing on not even one second before.

As Starfall tried to locate where Cosmo had disappeared off two, he saw several things as he caught a glimpse out the smashed windows into the gardens. First, in the mayhem of Starfall's bout with Cosmo, it seemed that Shining Armor had arrived, and quickly moved Princess Cadance, who appeared to be unconscious, but alive, out into the gardens, away from the fighting. He also caught a glimpse of Twilight, and what seemed to be all her friends outside. He thought he saw flashes of them wearing something gold, but could not make out what they were.

But what really caught his attention was Nightmare Moon. She seemed to be hunched over, as if in pain, and appeared to be talking to herself, almost like she was arguing. Even from this distance, Starfall could see her collar, specifically the dark gem embedded in it, and could see that it seemed to be filled with a white glow, that throbbed and pulsed, as if some kind of power was trying to escape it, but the gem was resisting it.

In that instant, Starfall could tell...it was Luna! She was fighting the dark influence that had turned her into Nightmare Moon! The corrupting energy was not giving up without a fight, but Luna's stubborn streak appeared to be shining through, and she certainly was not going down easily, either. _That's it, Luna!_ He thought, his mind filling with that distant, small hope._ You can do it...I know you can..._

Starfall was wrenched harshly back into reality as he felt a spell pass by him, so close that the sheer energy of it seared the feathers on the tip of his right wing, making him yelped as he spun wildly for a moment, diving dangerously low to the lobby floor to regain stability and speed, before swinging back up into the air, narrowly avoiding yet another spell...Cosmo was clearly desperate and angry, and his rage seemed to have compromised his accuracy, Starfall knowing he would not get so lucky again.

But the two missed spells had done Starfall a favour, as he swung around and made a beeline for the upper balcony, where the spells had originated from. Sure enough, there Cosmo was, standing next to the railing, teeth bared in absolute fury as he wound up and fired yet another vicious silver blast, Starfall left with no option but to dive in order to escape it.

Rolling away before Cosmo could target him again, Starfall swung close to the wall the balcony was built against, diving down to the point where he could touch the carpeted balcony with his hooves...which he did, using both his wings and his hooves to charge Cosmo with all the speed he had, driven by the desperate need to hold him off for a few more moments...the comet was close enough now that the gardens outside were bathed in an ominous orange glow, as the cosmic boulder reached the atmosphere, and began to burn up...there had to be less than a minute left now.

Taken aback by Starfall's kamikaze charge, Cosmo tried to fire off another spell...but he was slow. Even in his corrupted state, his magic had it's limits, and he seemed to have all but reached them, the glow around his horn simply snapping out of existence as Starfall rammed him...hard.

The impact sent both of them tumbling, Cosmo once more crashing into the guardrail, Starfall's weight also pushing against it. Weakened from all the spell-fire it had endured over the evening, the railing cracked and gave way, both Cosmo and Starfall tumbling off into the long drop below.

Even after all the unicorn had done, Starfall did not want to kill Cosmo, and so grabbed the first thing he could reach of the stallion, his forehooves wrapping around one of Cosmo's shoulder, before he desperately spread his wings, trying with all his might to pull them both up before the fell all the way to the lobby floor.

But Cosmo was far too heavy, Starfall never even managing to level off before the ground rushed up to meet them both, the black unicorn wrenched from Starfall's grip as he hit the ground and rolled away, Starfall's hooves also connecting with the battered floor, sending himself tumbling wildly across the ground, just managing to tuck his wings in before a bad roll saw one injured.

By the time he slammed to a stop, Starfall was dazed, confused, and felt distinctly like he had just been hit a cart full of apples. But he was still conscious, groaning as he tried to remember which way was up so he could get back to his hooves. His swimming vision soon cleared, Starfall getting his bearing as he staggered back upright, finding himself close to the door out to the gardens, instantly stumbling and limping over that way.

"What?! No, don't! STOP!" Nightmare's shouting suddenly reached Starfall's ears, making him jump, before he looked outside, amazed by the sight that was visible in the clearing ahead. Nightmare Moon seemed to be in pain, the white glow having spread, now consuming all of her armour as well as the dark gem. Her eyes were screwed shut, but each time the light pulsed, her black coat seemed to lighten into a midnight blue for a moment, her wispy purple mane seeming to solidify.

Luna was fighting the corruption with absolutely everything she had...but it did not seem to be enough, staggering as the pain in his body flared, Starfall's battered body clearly at it's limits, he moved out into the gardens, limping with painful slowness towards the internet struggle ahead.

As he did, he glanced up, paling at the sight of the comet...it was massive, easily twice as big as Canterlot, by his guess, and it was starting to fill up the night sky, growing bigger every moment. In here moments, it would strike, and turn the entire mountain Canterlot rested on into a smoking pile of dust, ash and rubble.

"Luna..." Starfall's call was hoarse and rough, the pain even something as simple as speaking was causing him catching him by surprise. It did it's job, though, Nightmare looking over his way. He caught her gaze for a brief moment, those slitted, cyan eyes meeting his own electric blue gaze, causing the mare of darkness to freeze.

Even as Starfall watched, the hard, manic look in those eyes disappeared, the vertical slits widening out into the rounded pupils the average pony possessed. Recognition flashed in her gaze, before her eyes screwed shut as she reared up, a horrible, piercing wail filling the garden for a moment...before the white glow consuming the mare seemed to explode outwards, obscuring Nightmare in a brilliant flash of light, forcing Starfall to avert his gaze.

When the light faded, and Starfall looked back, he gasped, barely able to believe his eyes. There, lying amongst the shattered, smoking remains of Nightmare's pale blue armour, was a faded blue mare Starfall recognised instantly. Princess Luna was back! It was clear that the mental struggle against the darkness filling her had taken it's toll, though. While Luna's deep blue mane and tail was still flowing in that ethereal way that only herself and her sister seemed to do, the Princess was lying still and silent, her eyes shut. If she was conscious, she was dazed, and very weak.

But even as Starfall silently thanked the heavens for Luna's return, he saw movement heading into the clearing, his jaw dropping at this latest sight. Somewhere in his mind, he knew it all made sense, but right now, looking at it, he just could not believe what he was seeing...what he was right in the middle of.

The six mares walked into the clearing, their gait sure, their eyes hard, and their postures stiff and sure. But they were slightly different, five of Twilight's friends all wearing ornate gold necklaces, each one one with a large, glimmering jewel embedded into the front, the jewel shaped and coloured to match each pony's cutie mark.

But Twilight Sparkle herself did not have a necklace, instead wearing a golden tiara, in the same ornate design as the necklaces each of her friends carried. At the centrepiece of the tiara was a large, purple gem, shaped like a six-pointed star, matching Twilight's cutie mark.

It all became clear to Starfall. The orange apple; Loyalty. The blue diamond; Generosity. The pink butterfly; Kindness. The blue balloon; Laughter. The red lightning bolt; Loyalty. The legends had always been vague about the identity of the sixth, but Starfall could see it now in the purple star: Magic.

Nightmare Moon had been right...Princess Celestia no longer controlled the power of the Elements of Harmony. Twilight and her friends now held their power...the power that could stop the comet!

As the six mares took their positions in the clearing, forming a circle, with Twilight in the middle, Starfall could only watch in wonder, remembering a quote from one pony who had studied the Elements of Harmony extensively.

"'And may the wrong turn to right, in a celestial light'..." Starfall breathed, allowing himself a smile as the five necklaces begun to pulse, glowing in their corresponding light, Twilight's tiara beginning to glow faintly, as the Elements prepared to unleash their ancient, wondrous magic. It was over...Equestria was saved.

"No...NO!" Starfall's world seemed to come crashing down in that moment, as he whirled around, seeing Cosmo on his hooves, dazed and weak, but with total and utter madness in his grey eyes. Starfall briefly glimpsed the dark gem, having obviously retreated back to the only other pony under it's influence when Luna broke free of it, glimmering somewhere on the unicorn's body.

But Starfall's entire focus was on his horn, which was glowing a hideously bright grey, even as Cosmo panted, clearly pushing his magic to it's limits. Whatever this spell was, it was going to be big, and very, very dangerous.

Looking back over, Starfall tracked where Cosmo intended to fire the spell, and could see clearly where it was aimed...Twilight, and her friends. Cosmo was going to strike them down during their most vulnerable point, the Elements clearly seconds from unleashing their power.

Then Starfall saw the one thing the seemed to bring his entire world to a stop...Princess Luna, staggering to her hooves...a determined, fatalistic gleam in her eyes. Her position put her between Cosmo and Twilight, making her intention obvious...to block Cosmo's spell. Since her magical energy had been exhausted during her time as Nightmare Moon, fighting Celestia and calling down the comet, there was only one way she could hold off Cosmo's attack...by taking the spell herself.

Time seemed to slow for Starfall, as everything around him seemed to slow down...he realised that this one, single moment in time was the most important in his lifetime, and that his next action could determine the future of so much more than his own fate. Twilight, her friends, Luna...their lives were on the line.

For an instant, Starfall paused...and then make his decision. Hesitating just long enough to see the Elements begin their display, five beams of light pulsing inward, once from each necklace, converging on Twilight's tiara, which glowed and pulsed brilliant for a brief instant, before firing a brilliant rainbow of pure magic and energy straight into the air, Twilight's eyes glowing a powerful white as the rainbow blast of magical energy streaked up for the comet...at that moment, Starfall moved, turning and leaping into the air, flapping his wings to power him off...just as Cosmo fired his spell, desperately trying to spot the Elements of Harmony before they could complete their task.

As Starfall leapt, a strange sort of calm overcame him, as he put himself directly in the path of Cosmo's spell, travelling too fast to be avoided now. His friends were safe...the Elements were safe...Equestria was safe...Luna was safe.

That was Starfall's last thought, before the rainbow pulse from the Elements slammed into the falling comet, creating a massive flash of light that overwhelmed Starfall's senses, just as Cosmo's powerful spell consumed his vision, the yellow pegasus closing his eyes as the world snapped out of existence.


	49. Chapter 49: A Familiar Guilt

_**Author's Notes:** Well, I knew last chapter would cause a fair few emotional responses, but I'm still staggered by the amount of hope and emotion being displayed. To know that so many of you care for the characters, both canon and Starfall, moves me. I do grow attached to the characters I write about, and seeing many of you readers sharing that attachment is an amazing feeling!_

_And another thing to not is that, as of last chapter, Magic in the Stars has become the longest story I have ever written, completed or otherwise! Until recently, I did not think my story would make this length...now it looks set to get to 175,000 words!_

_As always, thank you for all the reviews, and I must make a particular shout-out to "Mauritaly", who has made not one, but FOUR pieces of fan-art devoted to this fic! I can't thank him enough, and one of those pics is now my desktop wallpaper, so I ask anyone who reads this to check out his DeviantArt account (which is the same name I point out just now), they're amazing pieces of work, and really deserve some attention!_

_And one last thing...in Chapter 48, Starfall quotes the words; "And may the wrong turn to right, in a celestial light..." I would be interested to see if anyone knows where I have sourced that quote from. It's an obscure reference, but it anyone does know where it's from, that would be awesome to know!_

_And I've waffled on long enough...read on!_

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><p><strong>Chapter 49<strong>

**A Familiar Guilt**

After what felt like hours, the white light faded back, the rippling, swirling magic of the Elements of Harmony calming and fading away, Twilight Sparkle feeling her hooves once more touch the ground, stumbling slightly as he regained her balance.

The young unicorn looked around, seeing all her friends also falling back to the ground, after the Elements had pulled them into the air during their spectacular magical performance, the Elements once more drawing on the power of their friendship to save Equestria from disaster, the various gemstones on their necklaces going dark, the Element's power consumed for the day.

Remembering the comet, Twilight looked back up at the sky, part of her still worried that the massive cosmic boulder was still on a crash-course with some part of Equestria. But her worries were unfounded, her gaze spotting the comet, once more high in the heavens, back on it's original course, out into the cosmos. By tomorrow, it would leave Equestria behind, never to threaten them again.

It was over, at long last...the Elements had prevailed once more, and Equestria was safe again. Heaving a deep sigh of relief, Twilight looked around at her friends. "Is everypony okay?" she called, seeing all her friends look up at her, smiling as they all gave various nods. The use of the Elements, as always, had left them dazed and weary, but they were all okay, and that was what mattered.

"Good..." she sighed softly, smiling at all her friends. Fluttershy was her usual, timid self, ducking her head and hiding much of her face behind her mane...but Twilight could still see the small smile there. Rainbow had her usual triumphant smirk on, clearly basking in the knowledge that she had saved the day...again. Pinkie Pie was her usual exuberant self, bouncing around the group and giggling, whether from joy, relief, or both Twilight couldn't say. Applejack was leaning against the nearest tree, her hooves crossed over each over, a happy smile on her face. Rarity seemed to be the only one not basking in their victory, trying to primp up her mane and tail, which had been left rather windswept by the massive maelstrom the Elements had thrown about.

After a few moments, Fluttershy finally looked up, also checking on the comet. "So...it's over?" she asked, clearly concerned that disaster was still upon them, that fate still had one last twist to throw at them before the night was over. "It's really over?"

Twilight looked around as all her friends looked up at Fluttershy's question, some concerned like her, others calm and confident. Twilight, however, gave her timid friend a small smile. "Yes, Fluttershy...it's finally over," she said, heaving a relieved, heavy sigh of her own.

That seemed to be the cue, as all five of Twilight's closest friends rushed forward at once, Twilight grinning and meeting them halfway, all six mares gathering each other up in a big, warm group hug, variously laughing and smiling, Fluttershy and Rarity looking close to bursting into tears of joy and relief, as well.

Twilight sighed as she allowed herself to bask in the close companionship of her friends...it was over, Canterlot was safe. The latest threat against Equestria was finished, and should never trouble them again. The comet was back on course, heading out into the universe once more...Nightmare Moon was gone, Princess Luna having prevailed over the darkness attempting to corrupt her...and Cosmo had similarly been dealt with by Starfall...

A sudden bout of shouting and clamouring made Twilight turn again, breaking out of the hug with some reluctance to see what the fuss was all about, worried that Cosmo or somepony else was trying to take advantage of their victory to get in one final piece of revenge.

But her fears were unfounded. The commotion was Shining Armor, who had finally been able to call in several Royal Guards, all of whom were working together to surround and contain Cosmo, who was lying just inside the lobby, battered, bruised, and dazed, but still conscious. Twilight could not see any sign of the dark orb that had been corrupting him and Luna, and Cosmo seemed different now...hollow, with a look of horrified awareness. Twilight was sure that the dark orb's hold on him had been broken when they had fired the Elements of Harmony, and the unicorn stallion was only now coming to terms with what he had done...and what he had very nearly destroyed.

Twilight trotted over in her brother's direction, meaning to head over and hug him in relief that he was okay, but paused when she got close, Shining looking directly at her. For a brief moment, his gaze was hard, sharp, and almost cold, complete focus and seriousness filling his entire body. This was a side of Shining Twilight saw very rarely...and it always caught her off-guard when she did see it. This was not the Shining Twilight knew as her big brother, best friend forever...this was the Shining that was the Captain of the Royal Guard...who took no nonsense, and put his hoof down on anypony caught doing the wrong thing...hard.

As he realised it was Twilight heading his way, though, his gaze softened back into the calm, caring look Twilight knew only too well, allowing her own smile to return as she finally closed the gap, pulling him into a tight hug, one that he returning with equal feeling. "Are you okay, Shining?" she asked softly, concerned that he might have been hurt, or her new sister-in-law. "What about Cadance?"

Shining pulled away from the hug, holding Twilight by the shoulders, his usual way of showing that he wanted her to look at him. Twilight did not have any reason not to, looking directly at her older brother as he replied. "I'm fine, Twilie," he said reassuringly, before looking back over into the gardens, where he had left Cadance, resting under a tree, apparently unconscious. "Cosmo's spell hit Cadance hard, but I did a quick check when I got her to safety...the spell was powerful, but nothing too savage. She just needs rest...she'll be back on her hooves in the morning."

Despite the relief in his tone, Twilight could hear the faint, almost unnoticeable quiver there...Cosmo's harsh attack on Princess Cadance had given him a nasty scare, and Twilight had to admit that they were probably lucky she was still alive. But she was alive, and had suffered no lasting injury, and that was what counted, in the end, Twilight giving a relieved nod, pulling her brother into another hug, this one more gentle than the last.

Twilight was about to ask about Cosmo, and the missing gemstone of dark magic, but was distracted before she could open her mouth by the sound of a pony trying to get to their hooves on the broken remains of the lobby floor, Twilight's eyes going wide as she remembered Princess Celestia, looking over to see the bruised and battered Princess struggling to get back up, clearly still weak, and in some pain after her ferocious battle with Nightmare Moon.

"Princess!" Twilight cried. She had not seen Celestia's defeat, having been teleported away by Cosmo before Nightmare Moon had defeated her, but the sight of her teacher and leader, so battered and weary, apparently not even having the magical strength to cast basic spells right now, stumbling over towards her crown as if to pick it up by hoof.

Twilight intervened quickly, though, her horn flaring even as she rushed after the Princess, levitating the golden crown with her magic, gently placing it back on the Princess' head, Celestia raising a hoof to make sure it was firmly in place, before turning to give a small, slightly pained smile in Twilight's direction. "Thank you, Twilight..." she said graciously, though her voice was still very quiet. She was weak, as much as she was trying to hide it.

"Princess Celestia, are you okay?" Twilight asked, concern filling her voice, and her entire being. "Starfall told us all what happened, is there anything I can..." her rushed, frantic attempt to offer the Princess any help she could was cut off a simple raised hoof, the single gesture silencing Twilight as effectively as having her throat blocked off.

"I'm fine, Twilight...really," the Princess assured her, Twilight wanting so desperately to protest, but at the same time not wanting to argue the word of her Princess and mentor. "I'll be fine. Please, if you must do something, Twilight, go find Luna. My sister will need your help more than I do," she added softly, the Princess' voice becoming infused with worry as well.

Twilight rapidly figured out what Princess Celestia was alluding to. Princess Luna may not have been hurt as badly as Celestia...but it was not her physical wounds that would be troubling her. Twilight knew better than most ponies the tale of how Luna had first transformed into Nightmare Moon, and how she had spent a thousand years imprisoned on the moon, with nopony and nothing around her, except for her bitterness, jealousy, loneliness...and hunger for revenge.

Tonight, even if only for a short time, Luna had once more been exposed to those feelings...been forced to have them consume and control her mind, turning her back into the feared mare of darkness that fuelled so many foal's horror tales. Princess Celestia was obviously worried about how her little sister was coping with that...and with the fact that her inability to overcome the darkness had seen her attack and severely hurt her older sister, very nearly destroy Canterlot, and almost plunge Equestria into an age of darkness that could not even be imagined.

Sighing softly, giving in to Celestia's request, Twilight gave a reluctant nod, before hurrying back out into the gardens, quickly seeking out Luna, who was lying near the clearing where she and her friends had activated the Elements. The Princess was lying on the grass, obviously having been knocked off her hooves by the magical blast of energy the Elements had unleashed, and even as Twilight approached, she heard the Princess of the Night groan, dazed and hurt, but conscious.

The sound made Twilight trot over a little faster, lowering her head as she reached the Princess, not sure how to help. "Princess Luna? Are you okay? Do you need help?" she asked, standing close by in case she needed to help Luna up.

But the Princess of the Night shook her head, stubbornly trying to shoo Twilight back. "We are fine, Twilight Sparkle. Do not concern thyself with our condition," she said, possibly a little more sharply than the Princess had intended, Twilight backing off a half-step.

Luna seemed to catch Twilight's surprised, slightly hurt look, her own expression falling slightly as she finally pulled herself shakily up to her hooves. "We apologise, Twilight Sparkle...we did not mean to speak so harshly," she said, a slightly sheepish tone how she felt a little guilty.

Twilight, however, just shook her head, offering the younger alicorn a small smile. "It's alright, Princess...we've all had a rough night. But it's over now, we did it," she added, giving Luna another small smile, hoping the confirmation that the madness of the night was over would help cheer her up a little bit.

Luna, however, seemed relieved, but in no way happy, the alicorn looking up at the comet. "That is good...you have done well, as always, Twilight Sparkle," she said softly. "Canterlot is safe once again." The Princess' gaze drifted to the moon, Twilight catching a flicker of what appeared to be guilt on the alicorn's face.

It become clear for Twilight in that moment. Princess Celestia's concerns had been justified...Luna was trouble by the fact that she had been the cause of everything, the one that had nearly brought Equestria to it's knees. At least, that's what Luna obviously thought...and it was a train of thought Twilight wanted to derail, and quickly.

"Princess...this isn't your fault..." she started gently, trying to show a calm, supportive air for the Princess. But Luna's snort showed how well she was taking that, clearly not believing Twilight.

"Do not lie to us, Twilight. This is our fault," she said sadly, hanging her head, finally tearing her gaze away from the moon. "We have felt the darkness before, known it for a thousand years...we know it better than anypony who has ever lived, we believe." The Princess paused, heaving a sigh, before turning back to Twilight. "And yet, despite all our experience and knowledge, we were still bested by it...still consumed by it's power. We did not possess the strength or will to repel it. We failed...and because of that failure, Equestria was nearly plunged into an age of darkness nopony can even begin to fathom."

Twilight gazed sadly at the Princess of the Night, the alicorn's forlorn gaze once more returning to the moon above them...likely remembering her time imprisoned there. But Twilight needed to end Luna's guilt-trip...and she knew how to prove it to the Princess. "But Luna, in the end, you weren't consumed by it. You fought back, and you drove the darkness back, without resorting to the power of our Elements. You won, Luna!"

Luna, however, merely sighed. "That is irrelevant, Twilight. By the time we pushed the darkness back, we had already attacked our own sister, and summoned calamity upon Canterlot. We may have banished the darkness within us, but we were too weak to stop what we had already caused while under it's corruption...we still are."

Once more pulling her gaze away from the moon, Twilight noticed that Luna's expression suddenly took on a different look...like the guilt was intensified, but at the same time, some part of her latest thought was giving her some, small comfort. "Besides, it was not our own will that allowed us to banish the darkness," she added, making Twilight pause. "Even in our darkest hour, Starfall came to us...never stopped believing in us, and never once let go of the friendship we share. It was his belief that gave us the strength to banish Nightmare Moon...nothing else."

Twilight smiled...now Luna was right where Twilight wanted her to be. "Actually, that reminds me...remember how Starfall blamed himself for a disaster that was not his guilt to bear, Luna?" she asked, making the Princess blink. Clearly, Luna had not expected this argument. "Remember how he was destroying himself with a burden that was not his to bear? And do you remember how it was you, Luna, who showed him that he needed to let go, to move on?"

Twilight's words finally seemed to be having an effect, even if Luna's stubborn streak was not quite ready to give up just yet. "Twilight Sparkle, this situation is not the same as Starfall's..." she tried to argue, but Twilight boldly cut her off, something she would normally never do to the Princesses. If it was Celestia she was talking to, Twilight probably would have kept her mouth shut.

"I mean no disrespect Luna, but it _is_ the same! Starfall did not cause the meteor shower at Stratos Crossing, but he did see it coming! You, Luna, may have done those awful things, but you were not yourself...the darkness was controlling you, forcing you to do it! Just as it has controlled Cosmo. You and Nightmare Moon may be two sides of the same pony, but that does not make you responsible for the action of Nightmare Moon...especially if the darkness was forced upon you against your will."

Twilight sighed, giving herself a moment calm down, before continuing in a calmer, gentler tone. "Luna, please...you could not have foreseen that this would happen, nopony could. There was no way you could have prepared for this, to stop the darkness from overtaking you. You were caught by surprise, but you found a way to fight back and stop the darkness within you eventually, even if you needed to help of somepony else. What's important is that you fought back, you didn't give in, and you didn't let the darkness win. If you wanted this to happen, why would you work so hard to get rid of it? So please, Luna, stop blaming yourself. We made it, we survived, and we're all okay."

For several long, tense moments, Luna was silent, seeming to weigh up Twilight's words. Eventually, though, she heaved a long, heavy sigh, before giving Twilight a strained smile. "As always, thou art correct, Twilight Sparkle. We should have learned from Starfall's past. We thank thee, Twilight," she said, making Twilight smile and duck her head slightly. Before she could reply, though, Luna suddenly had another thought, her face once more showing a confused expression as she looked around, apparently looking for something. "Speaking of Starfall, where is he? Was he not here when you used the Elements of Harmony?"

"He..." Twilight paused, looking around...a sinking feeling starting to settle in her stomach. "He was here...he was right there, I saw him, just before the Elements activated..." she said, pointing to the trees near the path back towards the lobby, the last place she had seen Starfall. But he was not there, and Twilight could not see any sign of him.

Luna also frowned in confusion. "We can not make any sense of this...why would he disappear?" she asked, though seemed to be talking to herself as much as she was addressing Twilight. "He would not leave...not after what he said...would he?"

Twilight frowned, not entirely sure what Luna was alluding to, but even as she began to ask the Princess about it, she paused, seeing Luna's face take on a look of total horror, the skin beneath her fur paling noticeably as she recalled some terrible memory. "Luna...what is it?" she asked hesitantly, a little worried about what Luna had remembered.

"Starfall...we saw him," Luna said softly, her voice sounding faint...and about as scared as Twilight had ever heard the Princess. "When you were unleashing the power of the Elements...Cosmo made one last attempt to stop you. But...we saw Starfall leap in the way, and..." Luna trailed off, her throat apparently choking up too much to continue speaking.

Twilight also felt her blood run cold as she realised what Luna was alluding to. "No...no, it can't be! We have to find him!" she cried, her mind refusing point blank to believe what Luna was suggesting. "He's here, he has to be!"

The shouting had apparently drawn a crowd, Twilight looking over as her friends approached, Applejack speaking up. "What's wrong, sugarcube? What happened?" she asked, her friends all sporting curious, worried looks...clearly wanting to hear the answer and help Twilight out as much as the country Earth Pony did.

"It's Starfall," Twilight responded, watching as the situation started to dawn on all her friends as she explained. "None of us have seen him since we stopped the comet, and..." she paused, trying to push away the mental images, forcing herself to believe that he was okay. "...and Luna thinks she saw him stop a spell Cosmo tried to attack us with. We have to find him, he could be hurt!" she cried, seeing that all her friends were getting the message, various looks of worry and horror appearing across their faces.

Rainbow Dash was the first to spring into action, as always. "Split up, girls! He can't have gone far. We'll find him!" she cried, before taking off, flying up above the gardens, obviously trying to spot him from below. The rest of the group gave shaky nods, before hurrying off in separate directions, scouring the gardens for any sign of the pegasus stallion.

Twilight rapidly joined in the search, galloping across towards the lobby, looking all around her and trying to find any sign of the pegasus. But everywhere she looked, there was no sign of his distinctive yellow coat, or his striped, monochromatic mane and tail. She quickly ducked into the lobby to ask Shining Armor if he had seen Starfall, getting a small shake of the head, before turning his attention back to guarded Cosmo, who Twilight briefly noted seemed to be restrained, a ring placed on his horn, a device to suppress his magic, like a set of arcane hoofcuffs.

A quick look around confirming to Twilight that Starfall had not ended up in the lobby, Twilight returned outside, spotting the girls galloping frantically this way and that, even Princess Luna joining in the search, just more frantic and panicky than anypony else there. As Starfall's teacher, and closest friend, she was naturally the most worried for him.

But that did not help Twilight's thoughts in the slightest. Even if they did find him, what if he was hurt? Or worse... _No!_ Twilight shook herself off, trying to get rid of the morbid thoughts. _He's alive...he has to be alive...for Luna's sake,_ she thought stubbornly, continuing her desperate search, still finding no sign of him. He couldn't be gone...not after everything they'd all done, they couldn't lose somepony now...

"Oh, no...oh, dear Celestia..." Rainbow Dash's voice, barely audible to Twilight, even though it was coming from close by, made Twilight's whole body go painfully cold. The normally unflappable pegasus's voice was shaking, and full of horrified despair. Coming from Rainbow Dash, that could only mean it was really, really bad...

Knowing she was not going to like what she saw, Twilight hurried in the direction of the voice, though a glance around told her she seemed to be the only one that had heard it. She soon found Rainbow Dash, in the bushes a little way off the path between the central clearing and the lobby, hidden from sight behind several trees and shrubs.

Pushing through the foliage, Twilight finally found Dash, hovering above something Twilight had trouble making out in the gloom. The pegasus was clearly stunned, wings flapping unevenly, only just barely holding her in the air, as by nothing more than instinct and reflex. The pegasus looked terrified, despair etched on her features, and even though she was flying, Twilight could see that the brash mare was shaking...badly.

Looking back down, Twilight cast a quick, simple spell, lighting up her horn like a flash-light, which finally allowed her to see what Rainbow Dash was looking at. "Oh, no...no..." she barely registered her own voice, breathing out all her disbelief, horror and despair, even as she struggled to take in the broken, horrific sight before her. It was a slim, tall figure she would recognise anywhere, even in the current, horrific state he was in now.

It was Starfall, lying in the bushes, his back to Twilight...and he was not moving.


	50. Chapter 50: Final Regrets

_**Author's Notes:** Well, here it is, 50 chapters, over 170,000 words now. This is not quite the final chapter...maybe 2, 3, or 4 more chapters after this._

_By Celestia, this chapter...every word, all 5,400 of them, were painful to write. The perils of writing, my readers...sometimes, the attachment you develop towards the characters in your story comes back to haunt you..._

_I really don't have anything to say this time. Thank you to all for reading and reviewing as usual, and read on..._

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><p><strong>Chapter 50<strong>

**Final Regrets**

Twilight could almost feel her heart fall through her body, feeling like it had simply fallen away from her, never to return. She was desperately trying to deny the sight before her, to find some excuse that would allow her to assure everypony that it just could not be real. But eventually, she had to accept the sight before her, leaving her eyes watering and her whole body shaking.

The pony Dash had found was indeed Starfall, his bright yellow coat unmistakable. But were it not for his distinctive colours, Twilight would have had a hard time recognising him. He was sprawled out on the grass, lying rather awkwardly on his right side, clearly having been thrown there by the vicious magical blast of whatever attack Cosmo had hurled at him, and the power of the Elements of Harmony.

Luna's worst fears had been correct...Starfall had definitely been struck by some kind of magical blast, and one that left Twilight feeling highly nauseous. The fur along his left side was scorched and blackened, burned by the potent energy of the magical blast. The worst part, however, was his left wing...or rather, the lack of it.

Starfall's left wing was simply gone, likely obliterated when it had taken the full force of Cosmo's attack. There was no trace of it left, only a seared wound where it would connect to his body...a wound which, thankfully for Twilight's stomach, appeared to have been seared closed by the same magical attack that had caused it, only a few spots of blood marring the damaged fur around the wound.

But Starfall horrific injury was the least of Twilight's worries at the moment. Despite having found Starfall, her horror was only intensifying. Starfall was lying totally still and silent, absolutely no signs of life coming from him. Twilight could not even tell it he was still breathing, her own hyperventilation giving her ears no chance of picking up any faint sounds Starfall may or may not be making.

Twilight took a half-step forward, then hesitated, not entirely sure what she was doing...or if she even wanted to know the extent of Starfall's condition. Her mind was still refusing to believe that he could be dead, that their victory could come at such a high price. Twilight considered Starfall a dear friend...not as close as the five mares she knew so well, but still a pony that would leave her grieving for some time afterwards, should he have departed the world well before his time.

But, with both dread and hope filling her, Twilight knew that she had to find out for sure just how bad, and how total, Starfall's condition was, taking a deep, shaking breath as she called upon her magic once more, focusing it on Starfall's form as her horn glowed, running what essentially amounted to a quick medical scan. Twilight was not particularly well-versed in medical magic, but she knew several diagnostic spells, and ran through the best one of those now.

Initially, the spell left Twilight with an immense sense of relief that nearly saw her collapse, the spell registering a heartbeat and breathing. He was alive, Starfall was still alive! But the relief was bitter-sweet, as Twilight could also tell that both his heartbeat and his breathing were very weak...and the diagnostic spell had nothing but bad news to give after that. Despite the wound at the stump of his left wing being seared shut, the internal injuries the spell had caused at that point were severe...devastatingly so. To make matters worst, the damage seemed to be spreading, seeping out to overcome more and more of his body in what was clearly a slow, agonising process..

Twilight's magic failed her at that point, the horror of what she was seeing breaking her concentration, the glow around her horn fading. Starfall was alive, but critically injured. If somepony did not do something, and soon...Starfall's injuries would take his life.

"Twilight...?" Rainbow Dash's voice nearly made Twilight jump, the unicorn turning to look at the pegasus, who was wearing an anxious, frightened look. "Twilight, what did you find?" the normally confident pegasus asked with clear, shaky reluctance...afraid of what the answer she might get. "Please, Twilight, tell me he's not...?"

Twilight shook her head. "It's bad Dash," she replied, hearing her own voice hitching slightly. "He's alive...but if he doesn't get help soon, he...he..." she could not bring herself to finish, just as she had noticed Dash avoiding the use of that awful word. Nopony, it seemed, could bear to say it aloud, as if saying it might seal Starfall's fate.

Dash flew down slowly, landing gently on the ground, her shaking becoming much more pronounced as her hooves rested on something solid, taking a few tentative steps towards Starfall. "Then, then we have to take him somewhere...a hospital. We can't just leave him here!"

Twilight shook her head. "No, Dash...if we try and move him, we could just make it worse. We wouldn't make it to a hospital in time, anyway," she said, stifling a strangled sob as she spoke, realising that Starfall's situation was looking more and more bleak by the second. It would take a miracle for him to survive.

"Twilight? Dash? Did ya find him?" Applejack's voice startled Twilight, looking over at the Earth Pony, paling as she saw the rest of her friends joining her. When they saw this, they were all going to freak out. Twilight desperately wanted to distract them, find some way of waving them off before they could see him. But she didn't have the heart to lie to them now, and even if she did, she was in no state to come up with any kind of convincing lie.

"Twilight, dear, you look awful!" Rarity cried, obviously seeing the way Twilight was pale, shaking...and on the verge of crying. "Whatever has...oh, goodness!" she stopped, freezing as she, along with everypony else, caught sight of Starfall.

"Oh, no..." Fluttershy's voice was quiet, but no less horrified then everypony else. "Is he...?"

"He's alive," Dash answered, thought her glum voice instantly told the four remaining friends that there was a severe catch to it, that she quickly explained. "...but he's dying. We've gotta do something, and we gotta do it now!"

"Twilight..." Applejack's voice pained Twilight for both the horror lying within it...and the pleading in her tone, the unicorn knowing what her friend would ask even before she said it. "Can't ya do somethin'? Ya know more magic than just about anypony in Equestria, surely ya can do somethin' to save him?"

Twilight grimaced. "I...I don't...it's really, really bad, AJ," Twilight said softly. "After everything that happened with Cosmo, I don't think I have the magic to save him..." the words tore at her heart more than anything...but it was the truth. Her fight with Cosmo had drained her magically, and even though she did know some healing spells that might have a chance of saving him, or at least buying some time, she just did not have the magic to cast them.

The fact left her feeling so guilty and inadequate, that her magic had failed her...in Starfall's hour of greatest need, she could not provide the means to save him. What hurt the most was that, because of that failing...Starfall was going to die, right here, right in front of them.

Feeling the first tear slip down her cheek, Twilight saw that Pinkie Pie was about to protest, but waved a hoof at the pink pony, silencing her as she stepped forward. Twilight knew she had not have the energy or skill to pull this off...but she had to try. She would never live with the regret if she did not at least try.

But even as her horn flared, magenta glow appearing as she tried desperately to perform a spell that could heal much of Starfall's internal injuries, she could feel her magic responding slowly and sporadically, attempting to do more than her reserves could accomplish. For a brief moment, a faint glow seemed to surround Starfall...but it faded within a second of appearing, Twilight collapsing onto her belly in exhaustion and shame, starting to sob more regularly and openly now. "I-I can't...I can't do it..." she whimpered softly.

"Hast thou found him, my friends?" Luna's voice cut through Twilight's despair like a knife, making her look up in horror. Princess Luna was heading their way, but could not see Starfall yet. She was closer to Starfall than anypony here...if she saw him in this condition...

Twilight's friends seemed to have the same idea, all sporting horrified looks as they glanced among themselves, clearly trying to think of some way to stop Luna. Pinkie even took it a step further, rushing out to block the Princess' path, clearly trying to stall her.

"Wait! Princess, maybe you should...? Whah!" Whatever Pinkie was about to suggest Luna do was lost as the Princess, clearly desperate to see Starfall for herself, simply shoved roughly past the bubbly Earth Pony, ignoring the few indignant looks thrown her way.

"No, Pinkamena," Luna stated, a certain desperation in her normally calm voice, despite her best efforts to hide it. "We must see Starfall for ourselves, and none of thy efforts will stop me," she said, turning to Rainbow Dash and Applejack, both of whom were now trying to hold her up. "Now step aside, all of thee...we _will_ see him!"

Both Applejack and Dash seemed to realise that when Luna was in this kind of mood, she was not to be trifled with, both of them looking at each other briefly, before hesitantly stepping aside, Twilight mentally trying to brace herself as Luna stepped passed them, waiting for some kind of explosive reaction when she laid eyes on Starfall.

For a long, long time, though, there was silence, the Princess spotting Starfall, and simply going dead still, seemingly in horrified shock as she just stared, clearly unable to tear her gaze away from the broken stallion at her hooves. Twilight could almost see the many, various thought whirling around Luna's head, behind her eyes, which so far were non-expressive, still too shocked to really give any kind of reaction.

Then Twilight saw it...the way Luna's eyes started to shimmer and glisten, as if she was on the verge of crying, seeming to focus on the point where Starfall's wing used to be. Nopony, not even Starfall, to Twilight's knowledge, had ever seen the Princess of the Night cry...ever. But as Luna fidgeted slightly, she seemed to blink back the tears, her gaze never leaving Starfall as she spoke up for the first time, Twilight jumping as she was addressed.

"Twilight Sparkle..." the Princess' voice was quiet, barely even audible, but Twilight could still hear they way it shook ever so slightly. She was scared...scared of how bad Starfall's condition was. "We...we need thy help..."

Twilight grimaced, her own breathing starting to turn laboured and shaky as she was forced to explain to the Princess what she had tried...and failed...to do. "I...I tried, Luna. I couldn't..." she tried to speak, feeling her words being overcome by her growing sobs. "He's too badly hurt...I don't have the magic..."

Luna still never tore her gaze away from Starfall, but it was clear that Twilight's admission hurt her, the glistening in her eyes becoming more pronounced. She was obviously trying to remain calm, trying to be the rational, reasonable one here, especially since all of Twilight's friends were going into various fits of despair. Fluttershy was already sniffling, while Rainbow Dash was furiously trying to wipe tears away, clearly losing the battle to keep her emotions in check. Rarity, Applejack, and Pinkie all seemed to be calmer, but their eyes were all swimming...it did not seem to have truly sunk in yet just how badly Starfall was injured to them.

Luna once more spoke up, clearly starting to grow more desperate. "Then...we wish for thee to summon our sister, Twilight Sparkle..." she said, still in that soft, agonised tone. "Our sister can surely..."

"I am right here, Luna," Celestia's voice made Twilight jump, whirling around to see the elder Princess walking towards them. There was no grace in her gait, though...no determined sense of power that told Twilight she would make everything right again, as she always did. Even before Celestia tried anything, Twilight's mind understood, as hard as it was to accept...Celestia, too, was drained beyond measure, and did not have the power to save Starfall at this time. She was only here to try and lend what support she could.

Luna, however, obviously had either forgotten this, or was clutching desperately at some hope of a miracle. "Sister...Starfall is injured, gravely. Neither we, nor Twilight, have the power to heal him..."

Celestia gave a small sigh, hanging her head slightly. It was obvious that she could tell Luna was desperate to help Starfall...even though no help was coming. "I have sent Shining Armor to alert the nearest hospital that we have a critically injured pony who needs immediate attention. But, Luna...my power is just as drained as yours. I cannot even cast a diagnostic spell...I'm sorry, Luna..."

For the first time, the Princess of the Night tore her gaze away from Starfall, looking up at her sister in horror, as the younger alicorn realised the truth of what was happening. Nopony had the strength to help Starfall magically...and since his injuries were all internal, likely made worse bad the dark magic Cosmo had used, there was nothing else that could be done. Celestia's effort to send Shining Armor to call for help was a useless gesture, and everypony there knew it. By the time Shining returned, it would already be too late.

"But...but we..." the younger Princess stuttered, now obviously just grasping at straws, trying to find some detail that had been overlooked, that could help Starfall. But it was obviously dawning on her that it was hopeless, even as she tried to deny it. "No...not Starfall...he can't, not now...not after..."

Despite the Princess' increasingly distressed state, nopony missed to low, quiet groan, making Twilight, and everypony else, look over at Starfall's still form. She could have sworn the sound had come from him...but he remained still and quiet.

Then Twilight saw it; the barest twitch of a hoof, before Starfall seemed to move, ever so slightly. She barely even saw it, but it was there...Starfall was not only still alive, but seemed to have regained some form of consciousness.

"Starfall!" Luna had clearly noticed Starfall's faint movements, and immediately put her whole attention back on the injured stallion, Twilight watching as the alicorn knelt down beside him, a hoof gingerly reaching out to his head, trying to raise it and turn it so she could look directly at him. "Starfall...can thou hear us?"

Twilight watched for several moments, her attention focused with painful precision on Starfall's battered, bruised face, looking for any kind of response, any sign of life. But his eyes were closed, and he appeared to have slipped back into unconsciousness...at least until Twilight caught his eyelids flickering ever so slightly, Princess Luna giving a gasp at this small, but no less miraculous sign of life.

Starfall's head shifted ever so slightly, before he pried his open enough for Twilight...and by extension Princess Luna...to see his brilliant blue eyes, now so full of pain and confusion. "L...Luna...?" His voice was weak, hoarse, and every syllable seemed to cause him immense pain, Twilight taking a step closer so she could hear him properly, as painful as it was to see her friend like this.

Luna just leaned in a little closer, giving him a strained, watery smile, not even trying to hide her obvious relief that he was alive, and still talking. "Shh...we...I...am here," she said softly. Twilight could have sworn her tone was actually tender, but the pain that filled it made it difficult to be sure. "I'm here, Starfall."

The way Luna gently tried to soothe him only made the situation even more painful to watch for Twilight, the scene making it so obvious that Luna cared for him, very deeply. She tried to stifle her own sobs, while catching out of the corner of her eye that Fluttershy had already lost that battle, sobbing uncontrollably, but quietly, into Rarity's shoulder, the fashionista gently rubbing the timid pegusi's shoulder with a hoof, her own tears streaming down her face, marring her normally perfect make-up.

Twilight rubbed pointlessly at her own tears with a hoof, looking back at Starfall as he tried to speak up again, straining her ears to hear him. "I...is it over?" he asked weakly, although the hope and pleading were still audible in his tone, even through the agony his injuries must be causing him. "Did...did we stop...?"

"Yes, Starfall," Luna replied softly, though Twilight caught that the shaking in her voice was increasing. "We did it..._you_ did it. Equestria is safe again." Her words seemed to wash over Starfall, the young stallion sagging into Luna's tender hold even more, relief shining through his pain for a moment.

It did not last long, however, as he tried to speak up once more. "The others...Twilight...Princess Celestia...what about...?" he started to beg, before Luna gently, almost reluctantly, reached up with the hoof currently not cradling his head to silence him softly, the soft gesture pulling another weak sob from Twilight, that seemed to be echoed by several ponies. The unicorn could have sworn she even heard Celestia's breath hitch ever so slightly.

"Shh...try not to talk, Starfall...everypony is okay, we all made it through fine. And...and you will, too, Starfall. You'll see...Celestia sent for help, somepony will be here soon, just you wait and see." The Princess seemed to be slipping between her old, archaic speech and more normal modern speech, but her desperate words to Starfall were all in the same, hollow tone...she did not believe what she was saying, and nopony, not even Starfall, did either.

"Luna, please..." he breathed, his face screwing up briefly, obviously trying to push through the agony his body was leaving him in right now. "You don't...have to lie. I know...I'm not going to make it..." even with how quiet he was, the finality, the resignation, and the sliver of fear, could all still be heard.

But his words made an impact. Twilight felt her breath catch in her throat as Starfall voiced what they all could not...that he was dying. She heard Fluttershy's anguished sobbing increase in volume, Rarity also unable to remain quiet, even as she tried to comfort the shy pegasus. Twilight caught sight of Pinkie Pie just in time to see her normally puffy, curly mane deflate right before her eyes, hanging long, limp, and perfectly straight beside her face, only increasing the look of total depression as she started wailing, crying a river of tears down her cheeks as the reality sunk in of what was happening.

Not even Applejack or Rainbow Dash could remain calm, Rainbow's desperate attempts to stifle and contain her sobs only making them louder, while Applejack took off her ever-present stetson, pressing it against her chest as she hung her head, her orange body shaking with quiet sobs, an occasional glitter under her head letting everypony know that she, too, was shedding tears for their fallen, dying friend.

As Twilight looked over at her own mentor, she blinked, once more wiping away her own tears, trying to confirm the truth of what she was seeing. But even after wiping her eyes, the sight was still the same. Princess Celestia was standing there, head bowed much like Applejack, and there were clear marks running down her cheeks. The powerful, immortal Princess of the Sun had been reduced to tears just like the rest of them. Twilight knew that she would have seen countless lives...entire generations, even...pass her by. But this...this was a pony who had wormed his way into Luna's heart, leaving Celestia's emotions more rattled than usual.

Luna, however, was still fighting off her tears, though she was clearly shaken, and in extreme distress. "No...no, no, no, Starfall," she whispered pleadingly, all-but begging him to deny his own words, to say something to give her hope that he could survive. "Please...thou must make it, Starfall...thou can't...can't..." she trailed off, seemingly fighting to get the words to even leave her mouth, her breathing hitching and shaking intensely.

Then Twilight saw it, the glimmer of light falling from Luna's eyes, starting to drag down her cheeks...the first tears, the first sign of the full extent of Luna's despair. "You...you can't die, Starfall..." she finally managed to all-but whimper, making Twilight's ears flatten back, the unicorn's own tears only falling more rapidly as the dreaded word was finally spoken aloud.

Even Starfall seemed to give a wince at the words, though that could have just been the pain he was in. After that, there was nothing but silence, marred only by Fluttershy's crying, and the occasional sob from the rest of the gathered ponies, as Luna continued to lie there, holding Starfall's head gently in her hooves, cradling him, her silent tears falling faster and faster, the dam apparently having burst now.

Eventually, Starfall managed to break the silence. "Luna..." that single word was always going to get the attention of the Princess of the Night, though everypony else, including Celestia, seemed to lean in, desperately trying to hear his voice...every word he spoke was another sign that he was still alive.

But Starfall was growing noticeably weaker. It seemed to be a struggle for him to simply keep his eyes open now, and his voice was so quiet, Twilight was struggling to make him out, even as close as she was. "I...I'm sorry, Luna...I wish...I got to complete...my studies...I wish I could...teach you more about the world, today..."

Once again, Luna's hoof against Starfall's lips silenced him, the blue alicorn shaking her head. "No, Starfall...do not be sorry," she said softly, though nopony seemed to miss the way her breath was hitching. Luna seemed to be on the verge of a total breakdown...something Twilight had previously never even been able to imagine the Princess doing.

"We...I..." the Princess corrected, now making an effort to speak with a more modern dialect, making Twilight pay closer attention. "Starfall, you taught me so much more than I had ever dreamed there was to know. You taught me how Equestria works, how to survive in it...how to _live_ in it. You showed me a world I could not have imagined...not a thousand years ago, not ever. Not only that, you showed me...a pony forever living in the shadow of my past sins...you showed me kindness. You gave me a chance, and taught me about the miracle of friendship more than even Twilight Sparkle had that Nightmare Night."

Twilight could not even find the energy to summon even a ghost of a smile at the memory of that night...too focused on the present tragedy unfolding before her. Starfall was fighting so hard to stay alive, to stay conscious so Luna could unload all her feelings for him. She could see the way his eyelids kept trying to shut, and the way his eyes kept losing focus. He never made any attempt to support his own weight at all, or even move from the position Luna was cradling him in...his every effort was going into remaining awake, staying alert...to hear what the Princess of the Night...his princess...had to say.

"I...I just wish I had taken all you could have taught me to heart, now..." Twilight paused, curious about that sentence from the Princess. Starfall also seemed puzzled, somehow managing to convey that confusion in his expression, despite his pained, near-death state. Luna had clearly spotted this, and continued on, in a voice that was almost as hushed as Starfall's, Twilight dimly aware of Princess Celestia coming up beside her, trying to get close enough to hear her younger sister.

"You taught me more than just how to live in the Equestria of today. You showed me how much ponies appreciate my night...how much _you_ appreciate it. You gave me your friendship, even when I was distant and cold towards you. You taught me how to be a friend...and you could have taught me so much more than that, if only I had opened my mind to it..." Luna's voice was full of regret, pain, sorrow, and...something else Twilight could not identify amongst all the other emotions.

Starfall, however, seemed to have some kind of inkling as to where Luna was going with this, putting in a massive effort to raise his head ever so slightly, trying to look more directly at her. "Luna?" he asked weakly. "What are you...?"

Princess Luna cut him off, however...trying to say what she wanted to before she lost her nerve, it seemed. "Because of you, Starfall, I learned to live again. I learned how to have fun, how to be a friend, and I could have...I could have learned to love, if I had not ignored my own heart..."

The statement seemed to stop everypony short, Twilight blinking, though it had nothing to do with the tears that continued to stream down her face. There was only one thing Luna could be talking about, but that would mean...

"I..." Starfall was once again trying to speak, but could not find the words, let alone the energy to actually say them, this time. "Luna...do you mean...?" he trailed off, the faint edge of hope in his voice enough to make Twilight cringe. All this time...all these months, and Starfall's crush on the Princess had lingered. She had suspected, but never found anything to say so conclusively until tonight. But now, the proof was here, and maybe, just maybe...Starfall was about to get a dying wish.

Luna took a deep breath, a hoof quickly wiping across her eyes, before giving Starfall a pained, but deep, caring smile, one that said more than the words she spoke straight after. "You became so much more than my student, Starfall. You became my companion...my friend...my..." she stopped, again, not sure of the words she wanted to say. She seemed to find them once again, however, pressing on stubbornly, refusing to lose her nerve now. "Remember, during our dance, I wanted to say something to you? I wanted to tell you how much I had grown to care about you, about how much you have come to mean to me, and how much I owe you. I wanted to tell you that...if you were still holding feelings for me, even after I had so rudely and coldly shunned you..."

The Princess of the Night hung her head, the words lost to her as she gave the faintest sound, her shoulders heaving slightly. Princess Luna was sobbing, actually openly crying, both for the dying stallion in her hooves, and the regret of feelings for that stallion she had obviously suppressed for some time, just as he had suppressed his feelings for her.

The extra emotion of the situation only intensified the sorrow around the two ponies, both Fluttershy and Rarity now lying on the grass, both crying into each other's shoulders, Rarity having finally lost her composure, all propriety and decorum forgotten. Pinkie's waterfall of tears only seemed to intensify, while Rainbow Dash and Applejack had finally succumbed to their own sobbing fits, Applejack even turning away, unable to watch the tragic scene any longer. Even Twilight found her vision swimming in tears that just kept coming, the legs barely holding her up, they were shaking so badly with her sobs now.

Starfall, meanwhile, was looking up at Luna, his eyes wide, her words somehow having given him a small energy boost in his last moments. "Do you really...?" he asked, before sighing, leaning back into the hoof holding his head up once more. "Luna, you don't have to..."

"Yes, Starfall..." Luna interrupted him once more, her voice still soft, speaking so tenderly to him, it was painful for Twilight to listen to, now. "I do. I held back my feelings for so long because it was not proper, because I had already pushed you aside...because I was unsure. Now I see...these are not important. What matters is how we feel for each other, and that I need to say this...before it's too late."

Once again, the Princess of the Night paused, gathering up the courage to say the words she clearly wanted to speak so desperately, before it was too late. Despite Twilight feeling like her heart was being torn to pieces, watching and listening to this unfold, she could not help but take a half-step forward, noticing all her friends similarly focusing their attention, Applejack managing to bring her gaze back to the scene in front of her, as they waited in shaky, grief-striken silence.

Finally, the Princess of the Night opened her mouth. "I...I...I love you, Starfall," she said, sobs starting to heave across her regal frame once more, even as Starfall could only stare at her, stunned disbelief plastered on his pale, weak face. "And I'm sorry...I'm so, so sorry...I wish, more than anything, that I could save you..." she lost her nerve at that point, her head falling, burying her face in his damaged side, sobbing uncontrollably, the knowledge of his imminent death only hitting her harder now that she had finally made her stunning admission.

Beside her, Twilight could even hear Princess Celestia letting a few strangled sobs escape her lips, the sounds of various ponies crying and sobbing the only sounds audible. Nopony said a word in the wake of Luna's admission of her feelings for Starfall...there were no words that could be said. What could you say to a couple who were being torn apart before they could even truly try to make a life together?

Finally, Luna regained enough composure to raise her head once more, her eyes widening in horror as she saw Starfall's eyes fluttering shut, his body seemingly getting heavier in her hooves. "Starfall? Starfall!" she cried, her desperate, heartbreaking call somehow reaching Starfall's ears, which twitched faintly, his eyes somehow managing to force themselves partially open...enough to show he was listening. He could not have long left. "Please, Starfall...if there is anything...anything I can do...?" she begged, clearly clinging to one last, vain hope...a hope that Starfall had some last, miraculous idea.

Twilight cringed, believing Luna would not get any answer back, except maybe a small shake of the head. Amazingly, though, Starfall groaned and tried to shuffle slightly. Clearly, he wanted to say something.

His words, however, took the last remnants of Twilight's broken heart, and shattered them into a million pieces. "Luna...just...don't...just don't let go. Stay with me...hold me...please..."

Luna's sobs returned with a vengeance, the younger alicorn breaking down completely, sobbing uncontrollably for several moments. Starfall's request put it beyond any doubt, now...nopony knew how to save him...not even Starfall himself. His fate was all but sealed, now...all that remained was the agonising wait for his wounds to claim him.

But nopony missed Luna's gesture, her forehooves moving, one continuing to cradle his head, while the other went under his foreleg to hold him behind the shoulders, carefully lifting him up so she could hold him close, embracing him and comforting him in his last moments. In the silence, nopony missed her soft, whispered words, likely meant only for Starfall. "Never, Starfall...I'll never let you go..."

As she even went to the extent of wrapping her wings around him, Twilight's last view of Starfall saw the pained expression on his face lessen, the corners of his mouth even seeming to turn upwards ever so slightly, before Luna's wings shielded him from view, and all that was left was the sounds of eight sobbing ponies, Luna's cries of grief and distress, while not the loudest, easily being the most heartbreaking of all of them, as they all waited for Starfall to take his last breath.


	51. Chapter 51: Undying Love

**_Author's Notes:_**_ Okay, I just have to come out and say this...the level of emotion being displayed in the reviews to Chapter 50 has absolutely blown me away!_**  
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_I like to think that it is the ultimate goal of any writer to create stories that weave their way into the reader's minds and hearts, drawing them into the worlds we work so hard to create, so that you can see all that we see, hear all that we hear...and feel every emotion that we feel. To see the last chapter draw so much emotion is something that makes all the effort I have put into this story so far feel so worthwhile._

_Not only that, but the fact that it is a non-canon, original character...entirely of my own design, that you are all showing such emotion over, only makes that feeling all the stronger. To have Starfall become a character that you all care for so much, despite him not being in the show at all, is a source of pride that I can't even begin to describe! So thank you, all of you, for making this whole venture feel so special, even before it's over._

_Speaking of which, I know last chapter has left a lot of you praying for a miracle, and looking desperately for ways out of the hopeless situation I have presented. I won't spoil it for you...just read on, and finally get the answers you have been waiting for..._

* * *

><p><strong>Chapter 51<strong>

**Undying Love**

Twilight had no idea how long she stood, silently crying as she watched Princess Luna cradle the dying Starfall in her hooves, the normally calm and stoic Princess reduced to a sobbing, hysterical wreck as she held the pegasus she loved, waiting for his time to come.

Finally, however, the moment was broken by a gentle, feathery touch on her back, looking over to see Princess Celestia looking at her, the alicorn's eyes puffy and blood-shot...even she had been moved by the scene before her, and Twilight did not blame her in the slightest. It was obvious that the Princess of the Sun was hurting to see her sister so grief-stricken and upset.

But for now, Celestia seemed to be trying to put that aside for now, her wing gently guiding Twilight away from the anguishing scene before her, back towards the main clearing. "Come, Twilight...you don't need to see any more." she said softly, Twilight unable to find the strength to protest or resist as she was lead away, instead just burying her head in her mentor's shoulder, giving in to another crying fit.

"I just don't understand..." she sobbed softly, her voice muffled by the snowy fur of the Princess. "Why him? He's had such a bad run of life, why does fate have to take him away like this, just when things were finally starting to look up for him? It's not fair!"

Twilight had been hoping the Princess would, as she always did, have some words of infinite wisdom to share, an insight that would make some sense of this tragic, unjust scenario. None came. Either the Princess was too lost within her own sorrow to have such wisdom available, or she simply did not have the answer this time.

"I know it's not fair, Twilight," Celestia finally replied after a moment, finally reaching the clearing, gently guiding Twilight to sit down. "I wish the world could always be fair and just, but sadly, fate does not always work that way. Sometimes, the innocent are punished for deeds that are not theirs, and good ponies suffer under a burden that is not theirs to bear. As hard as it is to hear that right now, that is the ultimate way of the world. Starfall had paid an unfair price, I agree...but there is nothing more we can do."

Twilight shook her head. For once, she could not bring herself to believe her teacher. Just this once...Celestia had to be wrong, she just had to. "But...there has to be something. Surely Cadance or another unicorn...anypony could help?!" she begged, looking back over her shoulder at where Luna was still holding Starfall.

The sight caused Twilight to sniffle softly, blinking and brushing away more tears. Luna fully intended to see through her promise to Starfall...she was not going to let him go until he finally passed on...however long it took for that to happen.

Twilight's attention was drawn back as Princess Celestia replied, shaking her head. "I have already checked, Twilight. Cadance is hurt, and will not wake for some time. Every other unicorn in the castle is a guard, with no talent for medical magic. There is nothing more that can be done, as much as I wish it was not so..."

"No..." Twilight's lone word was full of anguish, the full reality finally dawning on her, as her mind accepted that there was no alternative. Starfall was beyond any hope, all possibilities of saving him consumed. Even Rarity...likely the most magically capable pony here at the moment, was powerless to assist, her magic not tailored towards medicinal arts. There were no options left, and no miracle was forthcoming...Starfall was out of their reach, now.

The Princess once more put a hoof on Twilight's shoulder, the young unicorn hanging her head, another sobbing fit threatening to take over. "I am so sorry, Twilight. I wish you did not have to endure this. The unfortunate price of friendship is that, someday, our friends have to leave us...forever." The Princess' words were heavy in their tragic wisdom, likely from personal experience losing ponies she had known and grown to care about over her long, immortal lifespan.

"But remember this, Twilight Sparkle...our friends always live on in us, through us...that is the ultimate joy of friendship...even in moments like these, Starfall will never abandon you, or Luna...or any of you," she added, noticing the rest of Twilight's friends approaching, Twilight looking up, a small twinge of gratitude going through her as she realised they were coming over to check on her, to support her as much as they supported each other during this difficult night.

As the five mares reached Twilight, she felt Celestia's hoof leave her shoulder, the Princess obviously giving them some space as Twilight stepped forward, needing no invitation as she wrapped her hooves around the two closest ponies, Pinkie Pie and Fluttershy, the rest soon joining in the much-needed group hug, sniffles and sobs still rippling through the group occasionally.

"We're so sorry, Twi..." Applejack was the first to speak, her voice low, sombre...fully aware of the gravity of the situation. "I know ya knew him better than the rest of us, and how hard this must be because of that..."

Twilight gave a shaky nod, holding on to her friends just a little bit tighter, needing all the support and comfort they could provide right now. "It's just not right, girls...Starfall doesn't deserve this. He deserves a good life...with Luna by his side. Not this...not being taken so soon, just when his life was starting to look up. He's such a good stallion...I'm going to miss him..."

"We all are, Twilight..." Twilight needed a moment to recognise Rainbow Dash's voice. Without her brash, self-obsessed and over-confident tone, she sounded nothing like herself. Her sorrow was just as profound as anypony else's...her race against Starfall having seen the young stallion earn the brash pegasus mare's respect...and friendship.

"If any of us could do something to save him, I'm sure we would all do it in a heartbeat," Rarity chimed in, streaks of spoiled, tear-stained make-up marring her face, though the blemishes were unable to hide the sorrow...and the brief burst of pride she felt as she saw everypony else...including Twilight...nod at her assertion, clearly agreeing with her.

Twilight held the hug with her friends for a little longer, before finally breaking it off, wiping her eyes once more as she moved to the middle of the clearing, sitting down heavily. It was just so unfair...why did Starfall have to die? He had done no wrong...by Celestia, he had even turned around and saved the whole of Equestria with a single, brave act. He deserved all kinds of praise, fame and fortune to come his way...not the slow, agonising death he was suffering, even if he was in Luna's hooves now.

With a pained expression, Twilight turned her gaze skyward, looking up at the night sky. The inky darkness, dotted with the faint, dim light of the diminished stars. The night sky was always going to remind her...make her remember the young stallion with such an intense passion for Luna's gift to all of Equestria.

Twilight could not help but let her mind drift through all the letters she and Starfall had exchanged during his early months under Luna's watch, how he excitedly relayed to her all the wonders he was discovering of the night sky. Secrets he had already known since he was a little colt, and mysteries of the cosmos he was only then beginning to understand, thanks to Luna's careful guidance.

Her breath hitched at all the memories, remembering the way he had been so furiously rejected by Luna when his crush had first come out, the thought leaving Twilight once more cursing the unfairness of Starfall's life. Why was he being taken from the world now, when the mare and Princess his heart longed for finally found her own heart longing for him, as well? She knew that they had been given the chance to confess their feelings to each other in these last moments, but at the same time, she could not help but wonder what might have become of them. Starfall was the only pony she knew that had broken through Luna's hard shell, that could bring out her softer side so easily...she knew that, despite all their differences, all their own flaws and insecurities...she was sure their relationship could have worked, could have become something truly special and magical.

Instead, their relationship was broken, cut short before it could even begin. Trying desperately to find something less depressing to focus on, Twilight focused her thoughts on the sky above once more, spotting the streak of light high above them, fleeing Equestria at a rapid pace...the comet.

It was Starfall that had first discovered the comet, Twilight remembering the edition of the astronomy magazine she subscribed to that had announced it's discovery. Starfall would never have wanted the attention, so Twilight was certain that Luna had said some words to the editor, since that article had made a point to credit the young pegasus stallion tutoring under the Princess of the Night as the one to first find the phenomenon, even getting his name in there.

She doubted that Starfall had seen the magazine, part of her wishing she had taken the time to show it to him, now...to let him know that, even if nopony knew about the true extent of his heroics today, that he had left his mark upon Equestria in another way...one much closer to his own heart. At least he could die proud of that much.

Her mind now fixated on the comet, Twilight remembered his letters to her in the wake of the discovery...about how he and Luna would be studying the rare cosmic object intensely while it was within their reach, learning all they could about it's physical properties, possible origins, predicted flight path, and the strange, mysterious magic he had sensed within it, something so alien and foreign to Equestria, but seemingly surging with a potent power that Starfall, by some miracle of fate, could sense within the cosmos above...

Twilight blinked, her mind suddenly piecing together a few things, going over her memories of his letters more intently. Yes...she was sure he had gone on for a few paragraphs one time about the mysterious, powerful, and potentially dangerous magic within the comet, one so alien and different to their own...

"The comet..." she whispered, trying to throw her memory back towards something else...the moment Nightmare Moon was called upon the magic held within the stars, to summon the massive comet towards them. Suddenly, it all clicked into place, her eyes going impossibly wide as she felt a spark of hope light within her. "The comet! The comet, that's it!" she cried, leaping to her hooves.

She vaguely noticed her friends all giving her odd, confused looks, clearly not following her, but right now Twilight could not offer up an explanation. There was simply no time...every nanosecond she delayed now could be the difference between Starfall's life and death, and there was no way she was going to let this chance slip by. She would do it herself...but knew she was too magically exhausted. Aside from the unconscious Princess Cadance, only one pony was left with any sort of magic reserves left, and with a potential great enough to have a chance of saving Starfall.

Racing out of the clearing, galloping past a stunned and bewildered Princess Celestia, Twilight started calling the moment she could see Luna, still sitting in the gardens, cradling a hidden Starfall. "Luna! Luna, the comet!" she yelled, seeing Luna's ears twitch as she obviously heard, twisting her neck to look over at Twilight...never once letting go of the young stallion wrapped in her hooves and wings.

She was obviously not following Twilight, however, and her teary frown showed that she was not happy with the interruption. "Leave us be, Twilight...now is not the time..."

"No, Princess, listen to me!" Twilight rapidly interrupted, her desperation and hope at least keeping the Princess quiet, allowing her to explain. "The comet...it's our only chance! Starfall told me about how it holds a strange, ancient magic...a magic you never used as Nightmare Moon. It's not much, but it's the only thing we've got! It might be Starfall's only hope..."

"But...we..." Luna said, clearly about to cast aside Twilight's hope with some fact or another, before she froze, the meaning of Twilight's words finally sinking in. The Princess' eyes went as wide as Twilight's had, her gaze snapping upwards, fixating on the comet above, still well within sight. "The comet...YES!"

Luna's amplified voice made Twilight jump, but there was no mistaking the look in the Princess' eyes...they sparked for the first time that night with hope...along with a fierce, fiery determination. "We cannot thank thee enough, Twilight Sparkle!" she cried, her wings unwrapping from around Starfall, her hooves clutching him more tightly as she flapped her wide, midnight wings, lifting both of them off the ground, allowing Twilight to see Starfall once more.

He was in very bad shape...he appeared to have once more lost consciousness, though the fact that Luna was so full of hope suggested he was still alive, just barely clinging on to life now...they needed to hurry, or Twilight's last, desperate idea might all be in vain.

Luna seemed to be aware of the urgency, flying as fast as the extra weight would allow, setting Starfall down as gently as possible in the middle of the clearing, looking back over at Twilight. "Twilight Sparkle, if this works...anything thou could ever wish for...is yours," she said, her voice full of sincerity.

Twilight gave a small, hopeful smile. "Just bring Starfall back to us, Luna...that's all any of us want right now," she pleaded, her friends all coming up beside her, nodding their own agreement to her plea. Seeing Starfall brought back from the brink of death would be more than reward enough. Twilight just hoped this would even work.

But even as Luna turned around, facing the comet, Twilight saw her freeze...and saw the yellow hoof that had caused it, clutching weakly at her tail. "Wait..." Starfall, somehow still conscious and aware of his surroundings, possibly woken by the jostling of being moved, was trying to stop Luna?

Luna turned around, looking back at Starfall with one of softest, kindest expressions Twilight ever seen on the fact of the Princess of the Night. "Starfall...we found a way to save you. The comet...it's magic is powerful. I can heal you with it, I know it," she said, nopony able to miss the desperate hope in her voice. She wanted to save Starfall so badly, it was almost painful to listen to.

But despite being given this apparent chance at life again, Starfall still seemed to be trying to stop her, his hoof never leaving her tail. "Luna...no..." he breathed, Twilight barely able to hear him, he was so weak. "Please...too...dangerous..."

Twilight rapidly caught on, suddenly remembering how, in one of his letters, Starfall had described an incident where Luna had attempted to scan the magic of the comet with her own arcane power, resulting in some kind of unpleasant feedback, the backlash hurting Luna and giving her a nasty headache for some time afterwards.

The memory made Twilight pause...if merely reaching out for the comet's magic could cause such a reaction, attempting to use that magic would certainly risk a much more severe reaction...possibly even lethal, even to the younger alicorn princess. Twilight suddenly felt a twinge of guilt for even bringing up the idea now, knowing she had just put Luna in danger. With her stubborn attitude, it was unlikely she was going to let the danger slow her down.

Sure enough, when Luna smiled back at Starfall, there was a hard edge to her tender expression...a determination that would not fade. "I know, Starfall...I understand the peril. But if I do not do this, you will die. I cannot stand by and let that happen, not now...not when I have a chance to save you." The Princess gave Starfall one last, determined smile, before gently turning away from him, her gaze instead settling on Princess Celestia, who Twilight noted seemed unnaturally still.

"Luna..." Celestia's voice was soft, but that could not mask the fear there...the elder Princess was scared...scared of losing her little sister. "Luna, you don't have to do this...it's too risky..." It was painfully obvious that, for all the tragedy of Starfall's fate, and all the hope that there might be a chance to bring him back, that Celestia did not want to risk Luna's safety over Starfall's life. Luna was her sister, and alicorn, and a Princess...Starfall, while Luna's student, closest friend, and possible love, was still a pegasus with little importance in the affairs at the heart of Equestria...and of no relation to the Princess of the Sun. For Celestia, is was a simple matter; she had to put her family first.

"Celestia..." Luna sighed, though her determination never faded. She seemed to have anticipated Celestia's protest against what she was about to do. "Remember, when I was little, I once asked what it was like to love somepony?" she asked, the question catching Celestia, and everypony else, off-guard. "You told me that I would learn of that by myself, in time. Well...now I know, and I know that, because of how I feel for Starfall, I would do anything for him...anything," she said, looking up at her sister with pleading eyes. "I know how dangerous this is, sister...you know I do. But there is no other way, and I cannot stand by and let him die. You know that, were it you that was in mortal peril, that I would not hesitate then...do not make me hesitate now."

For several moments, Princess Celestia was silent, clearly torn. She seemed to know that this was ultimately Luna's decision to make, but at the same time, wanted to protect her sister, and stop her throwing her own life in danger. Finally, though, she released a heavy sigh, before stepping forward, Twilight taking a step back to give the sisters some space as Celestia wrapped Luna in a soft hug, whispering something into her ear Twilight could not hear.

When the two Princesses parted, Twilight moved forward again, Luna giving the young unicorn a pointed look as she approached...whatever she wanted to say, she had to make it quick, they were running out of time. "Luna, I...be careful, please," Twilight begged, giving the Princess of the Night a small bow. "Just take care, and come back to us."

Luna gave Twilight a small smile, nodding in acknowledgement of her words. "I will, Twilight Sparkle...thank you," she said softly, before turning around, Twilight trotting back to join her friends as the Princess once more faced the comet, taking several deep breaths, Twilight able to do nothing more than watch nervously as the younger Princess composed herself, before finally closing her eyes, obviously about to begin.

For a few moments, nothing happened, though Twilight was not entirely surprised by this...Luna was just as magically drained as all of them were...it was going to take all the magic she had left to merely call upon the comet's magic, let alone actually use it. But finally, her horn slowly lit up, the pale blue aura surrounding it, her face screwing up with the focus and effort she was putting into what she was doing.

The glow around Luna's horn slowly intensified, even as it seemed to flicker slightly. Twilight glanced up at the comet, trying to determine if there was any reaction. Sure enough, the comet was starting to attain a pale blue aura as well, Luna's magic reaching out to the cosmic object, calling for the magic within it.

Twilight looked back at Luna, knowing this was the first key stage. From Starfall's descriptions, this had been the point at which the comet's magic had backfired on her. But Luna was clearly fighting the ancient magic's incompatibility with her, biting her lip hard as she kept pushing her magic into calling upon the comet, sparks of wild, uncontrolled magic arcing across her horn occasionally. Twilight recognised it as a sign that Luna was attempting some very unstable...and therefore dangerous magic. Even alicorns had their limits, and if the comet's magic should backfire on her now, the results could be disastrous.

A sharp cry from Luna made everypony gasp in fear, Celestia even taking a step forward, though pausing as Luna regained her composure, her horn flickering briefly, before stabilising once more, though the sparks never ceased. The midnight alicorn's face was contorted even further now...pain becoming evident. The process was hurting Luna, and by the looks of it, was only getting worse. But she pushed on, spreading her wings, and blindly pushing herself into the air, rising up towards the comet, as if closing the distance slightly might help stabilise her attempt to connect with the comet's magic.

But Twilight could not tell if it was making any difference, as the glow around both Luna's horn and the comet intensified further, the sparks of wild magic becoming more frequent and more potent, and her cries of pain coming faster and louder. She had to be in pure agony by now, Twilight left amazed that she could still focus on the magic through the torture she was surely enduring. Her magic did seem to flicker and falter a few more times, teetering on the brink of losing control, but every time it happened, Luna appeared to give a cry of desperation, before managing to regain her focus.

Below Luna, Starfall was lying limply on the ground, Twilight unable to tell if he was conscious...or even alive. But she knew that it was the dying stallion that was driving Luna's determination and focus through the struggle and pain...her love that was seeing her fight for control of the comet's magic with every last bit of strength and energy she had.

But as Luna hovered there, above the castle gardens, her horn sparking and flaring wildly, Twilight could tell this was taking far too long. Luna's strength had to be faltering, and if she did not figure out what to do soon, the comet's magic would backfire horrifically, Twilight having no doubts that the magical backlash would be powerful enough to seriously injure Luna, if not kill her outright, thanks to the powerful, complex magic she was trying to perform.

"Wait...what's that?" Applejack called, drawing everypony's attention. Her gaze, and her ears, were focused on Luna, as if she was straining to hear something through the swirling whirlwind of energy Luna's magic was starting to throw around. Twilight heeded her friends' words, also swivelling her ears more intently towards Luna, who now appeared to be mumbling something through the magic, and the occasional, agonised cried.

"No...can't...must...focus...Starfall..." her words were broken and disjointed, but the meaning was still clear. She was thinking of Starfall, using him as an anchor, to keep her focused, keep her fighting. Twilight reasoned that it was likely she was remembering all the moments she had shared with Starfall: All their lessons together, their time spent studying Luna's night, getting to know it, and getting to know each other. All the private moments they had shared, the highs, low, joys and sorrows.

But before Twilight could think any further on it, she saw Luna's body language shift, the agonised tension seeming to dissipate slightly, Luna seeming to almost relax. "I'm sorry, Starfall..." her words were full of anguish, sorrow and regret, Twilight left wondering what she meant by that...

All of a sudden, everything happened at once. Luna gave a high, piercing shriek, sounding nothing like anything Twilight had ever heard before. She threw her head back, her eyes snapping open, though the cyan orbs were completely consumed by a brilliant white glow. Her whole body went rigid, even her wings freezing, spread open at her sides, apparently being held in the air by some kind of magic now.

Then Twilight saw it...the glow around the comet grew intensely bright, Twilight forced to shield her eyes with a hoof, before a brilliant, spiralling trail of pure white energy shot down from the comet, aiming straight for Canterlot. The beam crashed straight into Luna's horn, the massive energy appearing to settle there for a brief moment, the alicorn's horn glowing so brightly Luna herself was almost lost within the sheer brilliance of the light.

After a moment, the magic continued it's amazing display, a narrower, more focused beam of energy blasting out from Luna's horn, even as more magic continued to pour in from the comet above. The second beam shot straight down, slamming into the limp Starfall, consuming him in the same brilliant white light, making it impossible for Twilight to see what was happening.

Could it be possible? Could Luna really do it? For several long, intense moments that felt like years to Twilight, the brilliant light display continued, with no sign of any change, or even stopping. The comet continued to pour its energy down, Luna acting almost like some kind of focusing instrument, her horn focusing and directing that energy to Starfall, the glow around him seeming to rise, likely lifting the injured pegasus into the air below Luna, as well.

Finally, as it had to, the dramatic light show came to an end, the magical beam between the comet and Luna narrowing and fading, eventually slipping out of existence. Luna's own beam towards Starfall lasted a few more moments, before that too faded out, Starfall lowering slowly back to the ground, landing gently in the middle of the clearing on his right side, exactly as he had been before the magical display had started.

Luna's return to the ground was much less gentle and dignified, the Princess remaining in the air for a couple of moments, before she appeared to simply collapse, falling like a stone out of the air. Princess Celestia only figured out what was happening just in time, leaping forward and managing to catch her younger sister just before she reached the ground. "Luna! Luna, no..."

Fearing the worst as well, Twilight immediately rushed forward, coming up beside the Princess, trying to look for any sign of life from Luna. "Luna! Princess, is she okay?" she asked Celestia desperately. They could not lose Luna now, Twilight did not think she could take any more grief tonight.

Celestia never answered Twilight, however, sitting down, her forehooves still holding the still and silent Luna, desperately trying to find some form of life. "Come on, little sister, don't leave me now..." she softly begged, leaning her head in, resting an ear against Luna's chest, clearly searching for a heartbeat.

Twilight continued watching on anxiously, waiting for Celestia's reaction...and could practically feel her own heart soar as the Princess of the Sun gave a gusty sigh, full of mind-numbing relief. "She's alive..." Those two, relieved words seemed to send a surge of relief and joy through the clearing. Luna was alive...she was going to be okay.

As if on cue, Luna's eyelids flickered, a low groan sounding. Not only was she alive, she was still conscious, though clearly very weak, and probably hurt by the massive magical overload she had just endured. This did not stop her from trying to speak up, however. "Starfall...Starfall..."

She did not seem to be able to manage anything more coherent than that, but it was still enough to make Twilight freeze, almost dreading what she was about to investigate. Luna was alive...but had her desperate attempt to save the young pegasus that had captured her heart even worked?

Seeing that Princess Celestia was too preoccupied trying to determine the exact nature of Luna's condition, and that nopony else seemed willing to move, Twilight knew it would be down to her to check on Starfall. Swallowing nervously, she looked up at the comet, dimly spotting that it's natural glow was diminished, the pale streak of light trailing behind it also dim, and shorter than it had been before. Whatever Luna had done, the comet's magic was consumed.

Focusing once back on matters closer to home, Twilight hesitantly walked around the two princesses, still unsure she wanted to see what had become of Starfall. His condition had been so bad, and the magic had taken so long, it was still difficult to comprehend how he could still be alive...the sheer power of the magic might have killed him, regardless. But nevertheless, somepony had to find out for sure, and with a deep breath, Twilight finally stepped around the princesses, finally laying eyes on Starfall.

At first, nothing seemed different. He was laying, still and silent, with no signs of life, on the grass of the gardens. Twilight had hoped the magic might have miraculously repaired his lost wing, but that was not to be, his right wing still conspicuous in it's absence, making Twilight cringe slightly. It was not looking good...

But then she spotted some details that did not match up to Starfall's earlier condition. His position on the ground seemed much more natural and gentle, almost like he was simply sleeping, instead of having been thrown there by some powerful magical strike. His twisted, mangled mane and tail were once again in that neat, if wild style that was uniquely his, showing no signs of the stress of the night. But his left side showed the greatest signs. The burned, scorched fur was gone, miraculously healed and regrown, leaving his yellow fur almost entirely unblemished...almost.

The only imperfection marring his left side now was where his wing joint used to be. The seared, violent wound had been healed over astoundingly well...the only sign that there had even been a wing there at all was the faintest lump in his side, likely the healed remains of the wing joint itself. Tracing across the lump was also a small, but very visible scar, a pink gap in the yellow fur, still rather raw and tender-looking...a reminder of what had once been there, and what Starfall had lost.

But Twilight was still unable to tell if Starfall was alive, and knew that there was only one way to tell for sure. Swallowing, giving off a grimace in fear of what she was about to learn, she called upon her magic once more. This time, her horn struggled to respond, her magic having had little time to recover, and being so drained, even the relatively simple diagnostic scan was almost beyond her drained reserves.

But after a few moments, the spell flared to life, a magenta glow surrounding Starfall's body, as Twilight's magic sent her basic feelings of Starfall's condition. Sensing a crowd gathering around her, knowing that all her friends, including the Princesses, were waiting to hear the word, Twilight focused, drawing the spell in on his injured left side, trying to figure out whether the miraculous healing was internal as well.

Sure enough, there is was, the internal damage that had been spreading so rapidly before was gone, the loss of his left wing the only problem in Starfall's left torso now. But that just confirmed he was back in good condition...not whether he had survived or not. Dreading what she might find, Twilight slowly, fearfully trained the scan on the centre of Starfall's torso, looking for any signs of life from his heart and lungs. For several moments, there was no response, making Twilight start to go pale...

_Thump-thump...thump-thump...thump-thump..._

The spell broke, Twilight collapsing to the ground as her focus disappeared, feeling her tears well up rapidly...that simple, rhythmic sound unleashed more emotion in her than she ever thought she was capable of feeling. Knowing everypony, especially the weak, barely-conscious Luna, were waiting on her response, and likely on the verge of freaking out thanks to her apparently being on the verge of breaking down again, Twilight managed to speak up.

"He's...he's alive...Starfall's going to make it!" she finally croaked out, before finally losing control of her emotions, bursting into tears of unrestrained, pure joy. The scan was conclusive, his heart was beating a slow, but steady rhythm, his lungs steadily providing him with precious oxygen. He likely still needed medical attention, but now, he was certain to at least live long enough for Shining Armor to return with help.

From that point on, Twilight lost awareness of the majority of what was happening around. She faintly heart a cheer go up, all her friends clearly expressing their relief and joy at Starfall making his miraculous, seemingly impossible recovery. She also barely registered several sets of hooves pulling her back up onto her own, before wrapping her up in a tight, emotional group hug.

But Twilight's focus was not on any of that. All she could focus on was Princess Celestia, as she gently carried her little sister over to the unconscious Starfall, a small, watery smile forcing it's way onto Twilight face as she saw the regal princess gently lay her sister down next to Starfall. A strangled, but happy sob escaped Twilight's lips as Luna, even in her weakened state, managed to somehow find the strength to extend a wing, draping it gently, almost protectively, over Starfall. She obviously had no intention of leaving Starfall's side again, not until he was safe in the capable hooves of Equestria's finest doctors.

Twilight finally turned back to her friends, joining in the group hug, crying herself out at the joy she was feeling. It was, at long last, finally over...Equestria was saved, and everypony was going to make it through alive and okay. Nopony could ask for any more than that.


	52. Chapter 52: Recognition

_**Author's Notes:** Whew! After nearly 9,000 words, all of which were a struggle to write, I finally finish the second-last chapter for Magic...and the longest chapter I have EVER written! Sorry for the slight delay, everyone, hopefully the sheer length of this chapter makes up for it._

_Once again, the response I have received from the last chapter has floored me! The fact that you all want Starfall to have his happy ending so badly, when he is a character of my own creation, is the highest form of praise I could ever ask for, and I can only hope that any work I do in the future contains characters you are just as attached to._

_Which brings me to the point that yes, Magic is almost over. Chapter 53 will be the final chapter...whether I work on a sequel or not I am still deciding, but I have some ideas in mind. I will likely wait until the end of Season 3 before making any decisions, however. I may, if my muse is in the mood for it, write a couple of one-shots after I'm finished with Magic...I have a couple of ideas for them._

_Anyways, we're getting off-track. Thank you once again for all the reviews (which is now approaching the 650 mark), faves and alerts. The attention and support you all lavish this fic with just makes every feel so that much better when I look at the statistics. Even all those who have merely read, without leaving any feedback, still have my thanks!_

_Read on...the end is almost here..._

* * *

><p><strong>Chapter 52<strong>

**Recognition**

It was a very nervous Starfall who once more stood in the entrance hall of Canterlot Castle, trying to settle his shaking nerves...and hooves, all while resisting the urge to fiddle with his new suit, identical to the one he had worn that fateful night. He was constantly reminding himself to take deep breaths, and that this was not as big a deal as his mind was making it out to be, but it did not seem to be helping all that much.

It did not help Starfall's cause that this was his first venture into society since that fateful night where the fate of Equestria had hung in the balance...and where he had almost been killed. It was a little over a week since that night he would never forget...a week he had spent confined to a hospital bed, kept for observation while doctors kept an eye on his physical and mental health.

Starfall's memory of the night itself was patchy and vague, many details, especially of what happened after he had dived in the way of Cosmo's final spell, being lost to him, only recalled thanks to what his friends had told him. He could remember being in and out of consciousness for most of it, and recalled snippets of weak conversation with Luna. He did not, however, remember Luna's desperate use of the comet's magic to heal him, having been on the very edge of death at the time.

The doctors at Canterlot's finest hospital had been amazed at the way the mysterious magic...which they were not told about...had healed what they could tell had been some severe magical injuries. All his internal and external injures seemed to be gone, his body functioning as it normally should. They had insisted on holding him for a week, just to watch for any possible side-effects, but after all this time, they had found nothing, and had finally conceded that, at least physically, there was nothing wrong with him.

His psychology had been an entirely different matter, however, and the main reason he had been restricted to the hospital for the whole week. When Starfall had first woken up, and received the news about the loss of his left wing, his reaction had been pretty much expected by everypony; stunned, disbelieving shock, following by crushing grief and despair. Pegusi as a race took extreme pride in their wings, the thing that made them unique. Even Starfall, who was not the strongest flier, had a certain sense of pride in his ability, and had enjoyed the occasional, casual flight.

A pegasus who had lost their ability to fly was an extremely rare thing, and most who suffered that cruel fate were quickly abandoned by pegusi society, unable to reach the cloud cities their society called home, and often shunned and ostracised by their peers. In a sad bit of good fortune for Starfall, his previous experience being a loner, and being all but disowned by his own family, meant this was not a big of a blow as it could have been.

Still, the loss of a limb, especially the one that is every pegasus pony's pride and joy, is a traumatic experience, and Starfall had been an emotional wreck for the first few days. He was only at Canterlot Castle today because the psychologist giving him counselling to help him accept and adjust to his new disability had cleared him, deeming him mentally stable enough to return to society for the day, though she stressed the need for him to stay as relaxed as possible, and to return for more counselling that evening.

However, despite being cleared, Starfall was clearly still not himself, sighing as he looked at his left side. There, somewhere beneath the suit, was the scar that would remain with him for the rest of his life...all that remained of his left wing. His right wing was currently hidden under his suit shirt and jacket. Starfall asking Rarity not to account for his wings in her redesign, not wanting to draw attention to the wound. He was still coming to grips with it, and having the general public pointing, whispering and asking questions was not what he wanted to deal with, today...or ever, if he thought about it.

Today was not about his wounds, or his current condition...for Starfall, today was hopefully a chance to begin moving on from the trauma of that night, to allow him to start looking to the future. Today, Princess Celestia intended on handing out awards to not just himself, but to Twilight and her close circle of friends, too, for their roles in averting the disaster that had nearly destroyed Canterlot.

The very thought of it made Starfall's nerves rise up again. He did not want this...he did not want the attention and praise, to give everypony in Equestria another excuse to spread gossip and rumours about him. But Twilight and her friends deserved the awards, and while he was not a braggart or egotistical, he understood that he, too, deserved this in some form. All the same, he did not want it, and was only doing it in the hope that the ceremony today would bring some closure for himself.

Beside him, similarly waiting in the entrance hall, were Twilight, and her five heroic friends...the six secret bearers of the Elements of Harmony. While in hospital, Twilight had told him all about their deepest secret, seemingly glad to finally have somepony outside their group who knew the secret. Starfall understood her need for secrecy, likely on Princess Celestia's orders, and her relief at finally being able to tell him.

He did not hold it against her in the slightest, but was amazed that, with the way Princess Celestia seemed to publicly honour them every time they saved Equestria from a new threat, be it the scheming of a newly freed Nightmare Moon, or the insanity of a deranged chaos god, Discord, that the secret of them wielding the power of the Elements had remained just that; a secret.

In the end, Starfall had to reason that it was an ingenious bit of forethought on the part of Princess Celestia. By congratulating and publicly rewarding Twilight and her friends, there was no kind of cover-up for conspiracy theorists to pounce on, and since no mention of how the evil of the time was defeated, and absolutely no mention at all of the Elements of Harmony, nopony suspected it, or even thought of it. Everypony assumed the six mares had simply stood strong in the face of danger, and the Elements of Harmony were left to hide in obscurity, forever remaining nothing more that a foal-hood legend...an ancient myth that few truly believed in any more.

As Starfall gave one last glance around the room, he caught Twilight staring a him briefly, though the second his gaze flickered in her direction, she looked away, jumping into a conversation Rainbow Dash and Fluttershy were engaged in to distract herself.

The odd behaviour made Starfall sigh to himself. It was not just Twilight...all of her friends were also being rather quiet and distant towards him at the moment. He could always feel their stares on his back, but they always averted their gaze when he looked at them. It was especially prominent today...even Twilight had said few words, despite the fact that she was usually the first to try and calm his nerves.

Starfall knew the reason for this behaviour, though...once more, it all came down to his lost wing. Twilight, and all her friends, were well aware that he was still coming to terms with it, and had likely been warned that, although he had been given permission to attend the awards ceremony today, that his emotional state was still fragile. As such, they were all giving him his space and privacy, and while Starfall was grateful, all it did was remind him of the painful loss he had suffered. He missed the casual sense of normality they had shared, and wished that, just for a moment today, he could have that back.

Part of him actually wanted to approach Twilight, to say something to her, try and draw up a conversation. But at the same time, he was worried that her knowledge of his current pain would make her overly careful. A forced conversation was not really a conversation, to him.

Regardless of his worries, the decision was made for him before he could approach Twilight, hearing a fanfare of trumpets start up an uplifting celebratory tune in the castle lobby, making him jump slightly, as Twilight looked over his way. "That's our cue, Starfall. Come on," she said softly, gesturing with a hoof as she and her friends all formed two lines on the carpet towards the doorway, Starfall cringing as he noticed Fluttershy in the centre of the line down the back, on her own, the front right space, next to Twilight, being left free...they wanted him up the front, where everypony's attention would be on him.

Sighing, not really in the mood to argue, Starfall walked up next to Twilight, who gave him her patented, friendly smile as the trumpets swelled, Starfall falling into step with the others as the doors to the lobby opened, the procession stepping through, Starfall trying to remain as calm and controlled as possible.

Unlike the Coronation Ball, which seemed to have been a slightly more exclusive event, it appeared that most of Canterlot had turned up for this awards ceremony, along with half of Equestria. The main lobby was packed with ponies of all kinds, shapes, colours and backgrounds, while the ever-present, ever-serious Royal Guards patrolled in and around the crowd, making sure nopony tried anything foolish. After the security breach with Cosmo, they seemed to be taking their jobs even more seriously than usual, probably trying to make up for their perceived failure that night.

Starfall sighed as he was reminded of Cosmo. He honestly was not sure what to make of the young unicorn that had almost taken away everything he had known. He had not been able to visit the prison cell where Cosmo was being held, pending the investigation and trial into his actions that night, but both Twilight and Princess Luna had passed on their information of his state and possible future.

From what Starfall had heard, Cosmo was more or less a broken unicorn, now. While he had always been bitter and resentful of Starfall since the disaster at Stratos Crossing, and the death of Nocturna, he never appeared to have had any genuine intention of hurting him, or the Princesses, over it until he had found that dark gemstone. The stone had made him act on his darkest thoughts, do things he would never have done otherwise. Now that he was free from the stone's influence, however, he seemed to have retained all his memories of what he had done.

From what Luna and Twilight had told him, Cosmo was a psychological wreck, his time spend in the holding cell alternating between uncontrolled sobbing, where he seemed to cry for hours on end, and distant stillness, where he would simply lie on the bed in his cell, staring at the wall and failing to respond to anypony's attempts to get his attention.

Starfall could only guess as to what Cosmo was thinking, but knew that, from the behaviour that was being described to him, the young stallion knew he had committed a terrible wrong. Neither Twilight, nor even Princess Luna had been able to get through to him long enough to at least get him talking, but Starfall knew that it would not matter.

Cosmo's life was all but over, now. Even if he had not committed those horrific crimes willingly, the fact was that he had discovered a dangerous artefact, a source of dark magic, and used it...all by his own choice. The best Cosmo could hope for now was that he spent the rest of his life in a special care facility that would hopefully try to treat the mental instability he was currently suffering from.

Starfall honestly was not sure what to think of that, though. It was a strange conflict...Cosmo was his friend, once, but at the same time had at some point thought about this scheme to derail Equestria, and whether he had discovered to dark gemstone by accident, or deliberately sought it out, he had still used it, rather than throw it away at the first opportunity.

Starfall was still debating just how much Cosmo was actually to blame for what had happened...but the young pegasus did know that Cosmo had to take some of the blame...which would likely see him removed from society for the rest of his life now. All that remained to be seen was where Cosmo ended up...prison, or a mental facility.

Despite the horrific falling-out he had gone through with Cosmo, Starfall still felt sorry for the poor unicorn. No matter what, Starfall knew that there a good pony hidden somewhere beneath the troubled, broken exterior, and that, because of a few bad decisions on the black unicorn's part, his life was more or less over, while he was still so young. That, he realised, was the true tragedy of what had happened that night.

He was snapped back to reality when he realised that their little procession had made it out into the Canterlot Gardens...a raised platform sitting in the middle of the clearing where it had all happened. The platform was accessible by a small set of stairs, the bottom of which was guarded by none other than Shining Armor and Princess Cadance, both of whom gave the group warm smiles. Starfall noticed Twilight resist the urge to wave, but did give a smile to her older brother.

Starfall, however, could not bring himself to do so...this day, this location...it was reminding him too much of the horror of that night. Of what he had lost, of the lives that had been destroyed or cut short in the disaster that was only just barely averted. He could not smile in the face of such tragedy and horror...not right now.

He did, however, turn his gaze up onto the makeshift podium, where the two regal Princesses stood, looking down at the seven ponies gathered there. Princess Celestia had a warm, gentle smile on her face, looking like absolutely nothing was amiss. She had recovered rapidly from the exhaustion of the night, though Starfall had been informed that the night had been rather longer than normal after the disaster. It had taken the combined efforts of Celestia and Luna together to raise the sun the next day, and even then, it was a few hours behind schedule. Things had been back to normal by that evening, however, and nopony had really paid it much heed.

Starfall, trying to keep his focus on the here and now, turned his gaze to Princess Luna, catching her glancing his way. She held his gaze for a brief moment, Starfall catching to subtle softening in her expression, before she recomposed herself and turned away, focusing her attention on the crowd...though Starfall could see her gaze flicking back in his direction every now and again, even if she was being rather subtle about it.

A couple of days ago, the Princess had come to his ward in hospital, requesting some time alone with him. It had taken the nurses watching over him a bit of convincing to leave him unattended, even with the Princess of the Night, but she had put her hoof down, and gotten a chance to talk to Starfall alone...about them, and their relationship.

By this point, there had been no point in hiding anything. Starfall had let it all out, how his crush on her had lingered, as much as he had tried to suppress it and hide it. He confessed that, in the days leading up to the Ball, he had made the epiphany that he was in love with her, and how, despite that, she still did not want to tell her. He had been so convinced her earlier rejection had been the final word, and did not want to annoy or trouble her with further annoyances about his own aching heart.

In turn, the Princess of the Night had also confessed her own troubles, about how, during their time in Ponyville, she came to regret being so hard on him, and she learned more and more about the modern world, and how views upon romance and social status had changed in the last thousand years. Starfall's revelations about Stratos Crossing, and the abandonment of his family, had been the big turning point for the Princess. She had realised that she and Starfall shared a lot more than she had initially thought. She admitted that, as they spent more time together, she tried to fight her own feelings, still not sure what to make of them.

Finally, however, she could no longer deny it to herself, and had talked to Celestia during the Ball, trying to figure out what to do. In the end, Celestia had been cautious, seemingly suspicious that Luna might be over-analysing the situation, and Luna, against her sister's wishes, decided that she had to tell Starfall, and planned to during their dancing, before it was rudely interrupted.

Despite having vague recollections of Luna's admission during what everypony was certain were his final moments, in the aftermath of the disaster that followed, hearing it confirmed there, when he was fully conscious and coherent, had floored him. He had hidden his feelings from her, when all this time, she was starting to slowly fall for him, as well. Even here, now, at Canterlot Castle, he was still trying to assure himself that he was not dreaming.

But that still left the question; what now? They both knew that liked each other, but how did they progress from here. Starfall had little to no experience with relationships at all, and Luna's continuing adjustment to the modern world meant that, in the times she knew, such a relationship would have been forbidden in the first place. The fact that she thought so dearly of Starfall that she would knowingly break those instinctive traditions said a lot about how close the two of them had actually gotten.

In the end, their private discussion had come to a simple conclusion: Since they were both inexperienced and new to relationships, they would take their time, work things out one step at a time. They had also come to a quick agreement that only a select few would be made aware of this...if the public learned that Starfall and Princess Luna were an item, the media and gossip circles would have a field day, and neither of them wanted that kind of attention.

As Starfall once more returned to the present, he looked around slowly, noting that every single pony who knew that Starfall and Luna were now officially dating was right here in this room. Princess Celestia, naturally, had been the first to know, and had been surprisingly quiet over the matter. Starfall got the feeling that, while she accepted Luna's choice, and had given the two of them her blessing over the relationship, she had some reservations. If she did, though, she refused to voice them, and Starfall did not want to ask, and risk losing this immense blessing he had been given.

Princess Cadance and Shining Armor were also aware, and seemed very happy for the both of them. Princess Cadance in particular seemed eager to offer her congratulations on the two of them finally getting together, but then again, she was able to sense the affection both of them had for each other, and likely wanted their love to bloom into something truly special.

Twilight and her friends were also surprisingly supportive, Twilight in particular making a point to congratulate them both in private. Starfall had noticed that Rarity seemed to behave a little strange...almost dejected, when the subject was brought up, Applejack quickly reminding him of the tale of her crush on Prince Blueblood, and how disastrously that turned out. But all in all, they were all supportive of the relationship, and wished the best for both of them.

But everypony else in Equestria had absolutely no clue that their relationship had progressed beyond that of a friendly student and mentor interaction, and Starfall intended to keep it like that for as long as possible, as he went still, making another effort to settle his jittery nerves as Princess Celestia cleared her throat, her horn glowing with it's familiar golden aura, her recovered magic amplifying her voice slightly so everypony gathered in the gardens and the lobby could hear her.

"Fillies and gentlecolts! We are gathered here today to recognise the actions of several courageous, heroic ponies. Were it not for their actions on the night of the Coronation Ball, Equestria would be facing an age of darkness none of us can possibly comprehend."

The Princess paused to let this sink in, the expected murmurings starting up, as those that were there that night passed information on to those who had not witnessed the spectacular, and destructive events of that night. Soon enough, the entire crowd was talking amongst themselves, Starfall ducking his head, trying in vain to hide himself, knowing the entire crowd would soon know all about what happened that night.

Princess Celestia never asked for quiet...she simply continued speaking, and let her voice silence the crowd faster than any direct attempt ever could. "During the celebration of the induction of Princess Luna and myself onto the throne of Equestria, we were subjected to an attack, a dark plot of revenge by a pony who had been corrupted by dark and twisted magic."

The ponies who had not been present that night had various looks of surprise and horror, many also sporting looks of comprehension as the silence wore on. They had obviously made the connection between the arrest of a young unicorn stallion, who was apparently facing very serious charges, and what Celestia was telling them. The stallion that had been arrested was the unicorn behind the plot against Equestria.

"It was thanks to the ponies we are about to recognise here today, that this plot against Canterlot...and all of Equestria...was stopped. Their awards, and the gratitude we give to them today, are just a small token of the debt we all owe them." Celestia continued, her pause this time being met with respectful silence. Her heavy words seemed to be a sobering reminder to everypony of just how close Equestria had come to catastrophe that night.

Starfall once more felt incredibly self-conscious, which was not helped by the fact that his missing left wing was currently giving him ghost sensations, drawing his attention towards it. He really hoped nopony else noticed the slight looseness of his suit on the left side, the last thing he wanted was even more attention.

Starfall's nervousness was given a chance to ease slightly, however, Princess Celestia getting the ball rolling at long last. "First, would the captain of the Royal Guard, Shining Armor, and his wife, Princess Cadance, please step up?" she called. Both Shining and Cadance blinked and looked at other. Apparently, the Princess of the Sun had sprung this on them with no warning, but both took it in stride once they realised what was happening, stepping up onto the platform together, never leaving each other's sides in an unconscious display of their unity.

"Princess Cadance...Shining Armor..." Celestia's words now took on a new tone, one full of hope and pride. Pride in her distant niece, along with one of her most trusted guards-ponies. "The both of you displayed a courage that night above and beyond what anypony could have expected of you. You went above your separate callings as Princess and Royal Guard, respectively, and resisted the threat to Canterlot, even when your own safety and lives were in danger. Your actions gave those around you a chance to stop the darkness threatening to overwhelm Canterlot, and for that, we are, all of us, in your debt."

As both Shining Armor and Princess Cadance bowed in humble respect and recognition of Princess Celestia's words, the eldest alicorn's horn glowing once more as she levitated two objects from somewhere behind her, letting them hover in front of her for a moment, so the whole crowd could see them.

The simple golden medallion was one Starfall vaguely recognised. The embossed design of the sun, Celestia's cutie mark, cradled in Luna's crescent moon, was simple, but easy to see for what it was. It was the Royal Canterlot Medal of Honour...a physical sign of the highest award the common pony could ever be gifted with. The silver ribbon it hung from was soon placed over Shining and Cadance's necks, the medals hanging against their chests, showing them to be the heroes they were.

As Princess Celestia thanked them one last time, however, Starfall shuffled nervously, resisting the urge to flutter his remaining wing underneath his suit. If Shining Armor and Princess Cadance were being given this award for their role, than that could mean that he, along with Twilight and her friends, must be receiving the same thing.

But Starfall was not able to dwell on the full implications of this, as the young couple, their awards received, made their way back down to the base of the podium, standing as a guard of honour once more, as Princess Celestia gave the crowd a moment to stomp their hooves in applause, cheering for the royal couple Equestria seemed to adore.

"I now call upon the six mares at the base of the stand to make their up here for their award," Princess Celestia called once the crowd had quietened down. Starfall was left once more relieved that his own moment was being delayed, as he stepped aside to let Twilight and her friends passed, the six mares ascending to step the gather in front of Princess Celestia.

It was clear that Twilight and her friends knew the routine, not a single one of them looking terribly uncomfortable. Even Fluttershy, was Starfall figured would normally suffer from terrible stage fright, seemed to be unusually calm, cool, and collected, though she did not look terribly happy to be the centre of attention, either. Since learning that Twilight and her friends wielded the Elements of Harmony, he knew, without having to be told, that this was not the first time they had used the Elements, and this was not the first time they had been publicly recognised for standing up in the face of incredible danger. This was probably not the first time they had received the Medal of Honour, either, he realised as Princess Celestia once more spoke up.

"Rainbow Dash, Applejack, Rarity, Pinkie Pie, Fluttershy...and Twilight Sparkle." If anything, Princess Celestia's voice displayed even more pride than before...it had always been clear that the Princess was fond of Twilight, as her personal student, but now, it was there for all of Equestria to see...along with the fact that she also held a certain care and affection for all of Twilight's friends as well. "Once again, Equestria owes these six young mares so much. They have once again stood tall in the face of dire peril, their resolve and bonds of friendship instrumental in eliminating the dire threat Equestria faced that night. Even as I stand before them, these awards feel like a woefully inadequate representation of the honour, respect and esteem these ponies deserve. The debt Equestria owes these young heroes can never be repayed...all we can do is show our undying gratitude and appreciation for all they have done...for all of us."

Once again, the gardens were filled with the sounds of stamping hooves and cheering voices as each of the six young mares lowered their heads, an identical medallion to the ones Shining Armor and Princess Cadance received soon adorning their necks, all of them giving the Princess a humble, honoured bow, before once more turning and retreating back down the stairs, the cheering dying down as they disappeared out of sight of the vast majority of the crowd.

As they walked passed Starfall, who was getting more and more nervous, Twilight stopped beside him, whispering so only he could hear her. "Relax, Starfall. Just enjoy the moment, and let everypony see you for the hero you are," she encouraged him softly, before trotting after her friends once more, the six of them sitting down a short way behind Starfall, waiting for Princess Celestia to speak up once more.

"Lastly, I would like to call upon a young stallion who was at the heart of the struggle for the whole night. Starfall, would you step up, please?" Princess Celestia called, looking down at him with an encouraging look, Princess Luna also turning her attention on him, an almost imperceptible move of her head showing that she was gesturing from him to come stand before them, too.

Starfall glanced back at Twilight and her friends one last time, swallowing nervously, before slowly making his way up the steps. The crowd gave various small murmurs, some clearly recognising him as Princess Luna's student, and the pony that had briefly danced with her at the Coronation Ball.

All Starfall could do was shut out and ignore the staring and murmuring as much as possible, focusing instead on the two Princesses before him as he finally reached the top of the stairs, standing directly in front of Princess Celestia, who gave him another soft smile, before looking up, addressing the crowd as she spoke up once more.

"This young stallion deserves special attention, fillies and gentlecolts. Of all the ponies we are recognising here today, Starfall was the least experienced in handling dangerous, threatening situations. He had every right to turn and leave, to protect himself, and his own safety. Instead, he put his life at risk, working hard to protect us all from disaster, even returning to the castle after the darkness seeking to destroy Canterlot threw him aside."

Starfall ducked his head, blushing at all the praise and attention being heaped upon him, but Princess Celestia was far from done. "Not only did he resist the forces conspiring against Equestria with a courage and dedication he should be proud of, he used his own body as a shield to protect those who were at that moment finally pushing the evil threat back, nearly sacrificing his own life. Starfall displayed a courage and selflessness I have never witnessed in a pony before."

As Princess Celestia paused once more, Starfall fought back his self-consciousness long enough to look up at the white alicorn, just in time to see her lift up yet another medallion...his very own award...the highest honour the Princess could possibly bestow upon him. "Starfall...I can think of no other pony who deserves this award more than you. A sentiment I am sure my sister agrees with. Your actions that night saved Equestria...saved my prized pupil...and saved my little sister. If there is anything troubling you, or anything at all you desire, the aid of the Canterot Royal Family will always be available to you."

The sincerity and gratitude in Celestia's voice floored Starfall. In truth, he had not entirely thought about what he had been doing at the time he had dived in the way of Cosmo's spell. Luna was in danger, and he could not allow her to come to harm. The fate of Equestria, and even Twilight, had not truly been on his mind at the time. He had done what he thought was the right thing, and now Princess Celestia was lavishing him with the highest praise and honour a pegasus could ever dream of.

But as he looked up at the medallion, hovering in front of him, Starfall hesitated to lower his head to accept it. Something did not feel right, like something was missing. He looked at Celestia, but saw only a kind, caring smile, nodding her head, as if to remind him that this was his award. As he looked over his shoulder, Twilight and her friends were similarly transfixed on the events occurring up on the podium, nothing seeming out of place.

He glanced back over, looking at Luna, seeing her also smiling at him, waiting patiently for him to accept the award. But as he looked at his new, secret marefriend, he paused, his uneasy feeling suddenly clicking into place as he realised what was bothering him.

He glanced back at the award, hesitating for another moment. Everything suddenly seemed off, and wrong...a subtle injustice was being unknowingly committed, one that had been allowed to fester for far, far too long. Starfall's self-conscious side wanted to stay silent, especially with the recent loss of his wing...but with another glance at Princess Luna, he took a deep breath. Somepony had to do it...and since nopony else had ever stood up before, he knew this was something he would have to do himself.

"I...I'm sorry, Princess Celestia," said softly, knowing this would generate a reaction from everypony gathered here. "But...I can't accept this."

Silence. Absolute, total silence greeted Starfall's refusal of the prestigious award. Nopony in the crowd made a sound, seeming to need the moment just to confirmed that they were not in the midst of a complicated illusion. Even Twilight and her friends were silent, Rainbow Dash's jaw hanging loose...clearly, the refusal of an award was unthinkable to the rash pegasus.

Even the Princesses were floored by his statement. Celestia could only stare at him in shock, while Luna appeared more puzzled than anything else, considering his behaviour unusually out of line. Starfall caught her eye, his gaze softening slightly, watching as Luna's face froze, comprehension dawning on her features.

Princess Luna, in the end, was the first speak up. "Pray tell, Starfall...why is it that you cannot accept this grand honour being offered to you?" she asked. Despite the earlier comprehension, her confusion was still evident. Starfall gave a small smile as he realised that, while Luna knew that whatever he was up to had something to do with her, she did not know exactly what he was doing.

But Starfall did not draw out the suspense...he doubted his already-wavering courage could handle it. "I can't accept this because there is somepony else here today who deserves it just as much as I do, who is being ignored," he replied, his gaze focused on Celestia, who appeared just as confused as everypony else. "A pony who fought with the darkness threatening Canterlot directly, and who risked her own life to save mine when I was as good as dead that night."

By now, Princess Celestia, and Twilight and her friends, were sporting looks of comprehension, while Luna looked at him, slightly stunned, barely managing to get a reply in. "Starfall, what are you doing?" she asked, sounding a little uncomfortable with being put on the spot in this manner, even if she was used to attention.

Starfall looked over at her, smiling softly. "A wrong has gone uncorrected for more than a thousand years, Princess Luna. It's time it was corrected," he said softly, too quiet for the crowd to hear, before turning back, stepping forward so he could talk directly to the crowd. He could feel his throat going dry, every nerve in his body screaming at him to stop, to get shrink back into the shadows and away from the spotlight, but he resisted it all. This was for Luna's sake, not his...he had to put his own feelings aside, even if just for a moment.

"Of all the ponies who put in an effort to stop the threat against Equestria that night, only Princess Luna's is not being recognised here, today," he said, making several ponies pause, murmuring in puzzlement at each other. "The Guardian of our night, even when she was consumed by the darkness seeking our destruction, did not give in. She displayed an inner courage and willpower today that I could only dream of copying, and as her student, I am somewhat disheartened that her actions are not being recognised today."

"If I may interject, mister Starfall," a mare called from the crowd, her accent clearly identifying her as one of the prim and proper Canterlot elite, even if Starfall could not pinpoint her among the sea of faces around him. "But is that not precisely the problem? No offence to Princess Luna, but she succumbed to the darkness. Nightmare Moon arose that night, and her actions were what caused the disaster to come after us in the first place! Why should we reward the very pony who nearly doomed us all?"

Starfall grimaced as several other ponies gave murmurs of assent, the crowd as a whole seeming to agree with the mystery mare's words. Starfall had expected something like this, but that did not mean the mindset hurt him any less. He glanced over at Luna, noticing that, while she was trying to keep her stoic mask on, her head was bowed ever-so-slightly, her eyes betraying her hurt and shame. Every comment from the crowd stung the Princess, but what worried Starfall the most was that she appeared to believe them. She was still feeling guilty and insecure about that dark side of herself she clearly detested.

The Princess' clear pain made Starfall pushed through his own discomfort...he needed to get these ponies to see the truth, to understand what he saw in the Princess of the Night. Turning back to the crowd, he faced the general direction of where the earlier voice had come from. "You might have a point, ma'am," he said slowly, making everypony blink in surprise, especially Celestia and Luna, before he pushed on, his expression turning a little harder. "But only if you consider Princess Luna and and Nightmare Moon to be the same pony. I believe they are not."

The mysterious pony, clearly the only one willing to speak out, was not convinced by this. "How do you come to that conclusion?" she asked, though the superior tone she was adopting made it sound a lot like a demand, instead. "The Princess can turn into Nightmare Moon...they share the same body, the same mind, therefore they are the same pony!"

Starfall was not deterred, however, shaking his head. "I believe you are wrong. For one, while Luna and Nightmare Moon do share the same mind and body, their personalities are so different from one another that not even some kind of magically-induced split personality could account for it. Let me ask you a question, all of you," he called to the crowd, calling up enough courage to level them all a hard stare, clearly wanting an honest response. "How many of you know Princess Luna?" he asked, elaborating as he saw several upper-class ponies attempting to answer. "I mean _really_ know her? How many of you have spent time with her, stood in her presence, tried to find out what she likes, hates, and does with her spare time? You all know the Princess, but how many of you know the pony underneath the title?"

That did the trick. The entire crowd fell silent...nopony had a retort to that, exactly as Starfall had expected. Nopony had ever given Princess Luna the chance to show her true self, always basing their behaviour and opinions based on their preconceived notions. Since those preconceived notions saw ponies generally avoiding her, if not outright fleeing in terror, nopony had ever given Luna the chance...until he had come along.

But then Starfall saw movement out of the corner of his eye, and whirled around, ready to confirm exactly how this pony had gotten to know Princess Luna, only to freeze as he saw who it was; Twilight Sparkle. Starfall smiled, remembering how she had told him about that Nightmare Night where Luna had come to Ponyville. Luna was taking her first steps into the modern world, and Twilight was the first pony to make any kind of attempt to help her. Of all the ponies gathered here, aside from Princess Celestia and himself, Twilight was probably the only pony would could actually claim to know the alicorn, beyond her titles and public appearances.

"I probably do not know her as well as you, Starfall...but I have seen what the Princess is really like to some small extent," Twilight said, making sure none of the crowd could see her, before flashing him a quick wink...she had caught onto what he was doing, and intended to back him up and help him out. "And I, for one, agree with you. I saw what happened to Luna that night, the transformation to Nightmare Moon was done against her will, and I know that any attempt to fight off the influence of the dark magic that had changed her would require enormous willpower and courage."

Starfall nodded, giving Twilight a small, appreciative smile. "And that, right there, is the point I am trying to make," he said, addressing the crowd as a whole once more. "Nightmare Moon is a side of Luna that only appears when she is controlled by dark, twisted magic...magic that none of us would be able to fight off, were we the ones caught in it's hold. Princess Luna could very easily have just given up...have allowed Nightmare Moon to consume her completely, which would have certainly reduced our chances of stopping the disaster in time. But the Luna I know, the real Luna, is better than that. She has the best interests of Equestria at heart, and would do anything to protect us...even when we so carelessly cast her aside and condemn her to the shadows time and time again. Equestria doesn't deserve a Princess as bold and courageous as her leading us and watching over our night...but I for one, am very glad she does."

For a few moments, there was silence. Starfall seemed to finally be knocking some sense into the crowd, he just needed one more thing...one last piece of proof to show them that the image of Nightmare Moon was not what Luna should be known for.

"But if the Princess who watches over our night can so easily succumb to the temptation of dark magic, why should we reward and trust her?" the mare asked, clearly not about to give in. Despite this, Starfall suppressed a chuckle, even as he shook his head in exasperation. The mare had actually just dropped the answer right onto his back.

"Then why does she watch over our night?" Starfall asked, getting a few confused looks. "You all say Luna should not be trusted, yet you place your trust in her every single night." Seeing that most ponies were still looking confused, he pressed on. "Every night, you retreat into your homes, tuck yourselves, and your families, into your beds, and succumb to sleep. Who watches over the night, and all of Equestria, while you sleep? Who observes and watches over your dreams, your nightmares, while you lay there, blissfully unaware of the world around you?"

One by one, Starfall could see the faces in the crowd adopt looks of comprehension, as they all realised what Starfall was alluding to. Princess Luna guarded the night, watching over Equestria while its residents were at their most vulnerable. Seeing that he had their attention now, he pressed on. Now that he had got them thinking, he had to steer their minds away from the more horrific implications of what he was saying.

"If Princess Luna really was the same pony as Nightmare Moon, and if she was a susceptible to the dark magic that triggers her transformation as many of you believe, I very much doubt she would have let you sleep on in peace. If Nightmare Moon was around, able to infiltrate and influence your dreams, I think we all would know about it," he said, seeing a few scattered, but slow nods. He seemed to be finally getting through to them.

"But Princess Luna is _not_ Nightmare Moon. Instead of terrorising us in the night, she watches and protects us. Instead of plaguing our sleep with horrific nightmares that never end, she watches our dreams, intervening and gently trying to subdue the worst elements of our nightmares. The Princess Luna I know is a pony who should not be feared, but rather respected and thanked for all she does to protect us when we are at our most vulnerable." Starfall took a deep breath, realising that he was getting a little forceful and emotional, needing a moment to calm down.

His unusually passionate speech, however, seemed to have floored the crowd, most were left looking between him and Princess Luna, who he noticed was also staring at him, completely stunned by how vigorously he was rising to her defence. He gave her a sheepish look, fighting back the blush that threatened to creep up onto his cheeks. He had to tread a fine line, now...get too passionate, and ponies might start to suspect his feelings for Luna, and possibly discover the relationship they had just started. But at the same time, he was desperate to show these ponies that Luna was not a Princess to be feared, but instead to be admired and appreciate like Celestia was, even if she was not as much of a fan of the spotlight as her elder sister.

Taking a deep breath, Starfall once more spoke, making one last attempt to get his message across. "The Princess of the Night was forced, against her will, to do unspeakable things that night...she was forced to give up her body and mind to Nightmare Moon. To then fight back, resisting the dark magic consuming her so hard that she eventually defeated it, is a display of willpower and determination we should all strive for. Not only that, but I owe her a personal debt...she saved my life, that night, at the risk of her own. That a Princess and alicorn would go out of their way to save me, a common pegasus, even if I am her student...that takes courage and kindness beyond anything I have ever seen from any pony in my whole life."

Starfall once more paused, taking a few breaths as he looked around at the crowd. All throughout the audience, he could see ponies with their heads bowed, deep in thought. Some appeared to look guilty, as if they were a little ashamed of their past opinions and attitude towards Princess Luna. But many were now staring a Luna, a strange look on their faces...seeing the Princess of the Night in a new way. He had done what his speech had set out to do...maybe now, Equestria would start seeing Luna for who she really was. Maybe now, more ponies would show just a little bit of appreciation for the beautiful night she worked so hard to give to them.

His job done, he turned back to Princess Celestia, giving her a bow. "I mean no disrespect, Celestia...you have honoured me more than you can imagine...but I cannot in good conscience accept the award with a pony far more deserving of it standing right here. It just would not feel right," he said softly, waiting for the alicorn's response.

None ever came. Princess Celestia was silent, staring at him in shock. She had obviously been completely taken by surprise by his impromptu speech, and emotional defence of her little sister. Starfall was not even sure whether she had even heard his last sentence to her, but either way, she could not muster up a response.

Starfall turned around, ready to leave the podium, when Luna's voice called out to him. "Starfall, wait." Her tone was hesitant, and soft...still sounding a little shocked at his earlier words. Starfall did as she asked, and was suddenly aware of the total silence. Everypony had gone quiet and still, as if the whole crowd was holding their breath, waiting to see how Luna would react to Starfall's words, and refusal of the award.

As Starfall turned around to look at the Princess of the Night, he saw her take a step towards him, close enough to read the finer details of her expression...usually the only signs of what she was feeling when she was in public, and signs that Starfall knew he was one of a very select group of ponies that could even understand her subtle expressions. What he saw there, in the very slight way the corners of her mouth were raised, and the gentle gleam in her eyes, told him that his speech for her had more or less humbled her.

"Starfall..." she began, her voice showing that sense of gratitude and humility in her voice, something the crowd must have picked up on. "Never, in my long life, has anypony ever spoken of me in such a kind, passionately caring way. To know that there is somepony out in Equestria who not only appreciates my night, but has the courage to stand and try to spread this appreciation, warms my heart more than words can ever express. To know that this pony is the pegasus I chose to be my personal student only makes me even more confident in my choice to take you under my wing."

Luna paused, giving Starfall a beaming smile. To the crowd, it simply looked like the Princess was showing the pride and gratitude she held for her student. Only Starfall could see the deeper feelings within the smile, her look telling him that if they were in a more private setting, she would probably be giving him a loving hug instead.

"I am proud of you, Starfall, as both my student, and as a pony of Equestria," Luna continued, her smile only growing wider as she brought her horn to life, a blue glow surrounding the medallion Celestia was still levitating, the younger alicorn gently prying it from her sister's magical grasp, continuing to speak as she made it hover her way. "Your display just now, in trying to promote another's accomplishments over your own, which were in no way insignificant, has strengthened my own resolve. While your efforts to bring my own actions to light are noble, and something I am thankful for...as the subject of those efforts, however, I believe you will listen to me when I say that you deserve this award far more than I do. Please, Starfall...you made your point, and your words are the only reward I could ever ask for. Take it," she said, holding out the medallion.

Despite Luna's assurances, Starfall still hesitated. Part of him still disliked that Luna was not being rewarded like they were, as he looked around, trying to see what everypony else, though. Princess Celestia seemed to have regained some of her senses, and was now smiling at both Starfall and Princess Luna, clearly wanting Starfall to take the award. Down below them, Twilight, along with all her friends, including Shining Armor and Princess Cadance, were also looking up his way, variously expressing their own opinion that he should take the award.

But it was when Starfall looked out at the crowd that he finally made his choice. Despite the fact that he was supposed to be the centre of attention at this point in time, he could see that many ponies had their gaze locked on Princess Luna, and those that were focused on him were flicking their gaze to Luna in brief bursts. He had done what his speech had aimed for...for once, Luna was no longer being confined to the shadows. All the work she did for Equestria was finally being seen and recognised. If even a few ponies took his message to start, and started appreciating Luna's night a little more, than Starfall could be happy, just as he was happy with the results he was getting now.

Sighing, Starfall turned back around, taking a deep breath, before ducking his head, kneeling before Luna as she placed the medallion around his neck. Now that Luna had gotten some of the recognition she deserved, his conscience was satisfied, and he could take the award in good faith, knowing that, as weird as it was to admit it, he did deserve it, and that everypony else who deserved recognition for that night had gotten it.

As Luna's magic faded, Starfall rose back to full height, hearing the crowd break out into another round of cheering and applause, though he ignored, his gazed fixed on Luna. Out there, in the middle of the crowded Canterlot Gardens, the two ponies shared a secret smile, missed by all but themselves...a shared smile full of of kindness, care...and love. A smile that promised so much more to come...in both their futures.


	53. Chapter 53: Moonlight

**_Author's Notes:_**_ At long last! After nearly one whole year, 53 chapters and close to 200,000 words, the final chapter of Magic in the Stars has arrived!_**  
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_Before we begin, a massive thank-you must go to "DiamondGirl400", who has returned to beta my story one last time. Much of this chapter's quality can be put down to her!_

_I've got very little to say right here, so I'll be saving all my notes for the end of this chapter. Just read on, and experience the conclusion of my biggest writing project to date!_

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><p><strong>Chapter 53<strong>

**Moonl****ight**

The night sky. It's dark, sparkling surface hid a secretive, powerful depth that few ponies could see. In the darkness, the moon constantly shined...a small, pale light to guide those lost in the darkness of the night back to safety. The night was mysterious, beautiful, and woefully under-appreciated...just like it's creator.

It was these things Starfall lamented on as he stood on one of the many balconies dotting the upper levels of Canterlot Castle, his front hooves hanging over the railing as he stared up at the moon, thinking about the night sky he studied so intensely...and how much of a mirror it was to Princess Luna herself. Both had a shadowy, almost cold exterior, that hid beautiful, wonderful, and powerful secrets inside. And yet, despite the initially unwelcoming feel, there were signs everywhere that Luna had taken the time to try and ensure that ponies could be safe during her night.

Sighing, Starfall turned around, looking back inside Princess Luna's private quarters. Somewhere inside, Princess Luna was awake, despite the incredibly late hour, likely tending to her own duties as Princess of the Night.

Ever since his speech during the awards ceremony, the Princess had taken to her duties with even more diligence than ever before. Starfall had found her several times in a sort of trance-like state, her eyes glowing a soft white as she did something. After nearly freaking out with worry the first time, Luna had sheepishly explained that this was what happened to her when she entered the dreams of ponies. She did not do this too often, usually only to ward away any nightmares a colt or filly might be suffering from, though she rarely came out and identified herself to the foal in question.

Despite this new-found dedication, the Princess of the Night was still just as devoted to teaching Starfall about the night sky, and taking in all his teachings about modern Equestria, as she ever had been. Tonight had been one of those nights just spent in each other's company, studying the latest constellation, Starfall once more putting all of his instinctual knowledge to work, and complimenting it with what Luna taught him, and had him read from various tomes on the subject.'

But the lesson had long since finished, and Starfall had not left. Luna had requested that, if he so desired, he could stay behind for a while longer. The prospect of spending more time in his secret marefriend's company was too good to resist as it was, but Luna's promise of having something to show him later only sweetened the deal for him.

He had been effectively dating the Princess of the Night for a little over a month, now. Starfall knew it should have been the best month of his life, even if they had done all that much. Luna was unfamiliar with big displays of affection, and as such they were taking it slow. Their lessons effectively doubled up as private dates, now, and it was not uncommon to find the two of them studying together, their sides gently brushing, Luna occasionally draping a wing over him. Their greetings and farewells to each other were now accompanied by a soft, affectionate hug, and they often shared private, adoring smiles with each other when nopony else was watching.

But that had been their extent of their intimacy so far, and while Starfall was happy to take things slowly, he wished he could muster up the courage to at least let them share their first kiss. He knew, however, that Luna was still trying to get comfortable with their showing of affection, and did not want to push her. He would wait for as long as she needed.

But as he turned back to look out at the night sky, he silently wondered what Luna had planned for him tonight. They had often taken to spending some quiet moments to themselves after their lessons, snuggling into each other's fur and stargazing, while talking about anything and nothing at the same time...often lamenting on what they might do if their relationship was not such a secret.

But tonight, Starfall could feel that it was not going to be the same. Luna appeared to be planning something, and Starfall did not have the slightest clue what it could be. All he could do was wait patiently out on the balcony for her, while finding things to keep his mind occupied.

Unfortunately, Starfall's mind rapidly turned to darker thoughts. As he once more put his gaze over the balcony, looking out at the clear, starry night sky around him, and the sprawling city of Canterlot below, he fluttered his one good wing, looking over at the scar on his left side, where it's partner had been taken away from him.

Since he had lost his left wing, and while he had been released from hospital entirely a couple of weeks ago, Starfall had to admit, even to himself, that he was not getting over the loss. He kept trying to rationalise things to himself...that he was not a strong, or fast flier, and that most pegusi never gave him a second look as it was, regardless. But all the same, he had enjoying flying...taking late-night flights in Luna's domain had often been a great way to relax if he found himself unable to focus on stargazing for whatever reason.

But now...now it was all gone. He was permanently, the clouds, sky, and stars forever out of his reach. Even after his release, the psychologist, despite clearing, had taken Princess Luna and Twilight aside for a few words, Starfall easily able to guess that she was warning them that he was likely still suffering from depression, and that she should be warned if he did anything highly unusual or troubling.

Fortunately for Luna and Twilight's sake, Starfall was not taking it as horrifically as some pegusi who had suffered this fate in the past had. But all the same, they, along with Twilight's friends, had noticed the way he had been depressed and dejected lately. Very little seemed to get him in high spirits, and his dedication to his studies with Luna had slipped.

Luna had given him some leeway in that regard, and Starfall had noticed. But while he was grateful, he was also frustrated at himself. He knew he should not dwell on his lost wing, and instead just be thankful for still being alive, and for all that he had now. But all the same, he could not keep his mind from lamenting on what he had lost, moments and abilities he had always taken for granted that were now out of reach...things he would never be able to do again.

Starfall turned his gaze around, staring at the most frustrating part of this whole mess, as he watched his right wing stretch, flicking it to neaten out the feathers. No mattered how hard he tried to avoid thinking about his lost flight, to see himself now as another Earth Pony, his remaining was a constant, painful reminder of what he had lost, forever breaking the illusion he tried to lose himself in.

He could never lie to himself...he was a crippled pegasus, forever confined to the ground, left to lament those moments he had thought would be a key part of his whole life, now taken away from him. The young stallion wiped his eyes harshly as he noticed his vision swimming. He refused to give into another bout of crying. He had shed enough tears over this, and all it did was make Luna worry...and likely question his strength. As much as he knew Luna cared for him, she could not be expected to continue a relationship with a broken, weak pony. He considered himself lucky enough that she had agreed to their relationship despite his crippled state.

He forced himself to look back over the balcony, trying to find something to distract him so he could keep away the tears for tonight. But now that they were starting, everything just seemed to make him feel worse. A small cloud he could see in the distance, perfect to fly to for some high-altitude stargazing, away from the lights of the city. The moon, high above him, reminding of the love he was starting to feel he did not deserve. Even the city itself provided no relief, Starfall's gaze spotting a young couple sharing a tender goodnight kiss in a public square, before heading their own separate ways for the night.

The first tear slipped down Starfall's cheek, only to be replaced by another as Starfall wiped it away a hoof, finally just giving up, leaning against the balcony railing, burying his face into the cold stone, shaking as he tried to suppress his encroaching sobs. He knew he should be more grateful, but right now, he could not help feeling like everything was so unfair, that fate was determined to keep beating him down, again and again, until he could take no more. Every time things seemed to be looking up for him, something always came along and took it all away. It was always left up to him to pick up the broken pieces of his life every single time, only to have it shattered before he could even start to enjoy whatever small good fortune had come his way.

In his effort to contain his tears, he never the hoofsteps approaching, not until he felt the gentle touch of Luna's ornate horseshoe on his back, rubbing his back comfortingly. Jumping at the contact, Starfall tried to brush away his tears as subtly as he could, before turning around to face the Princess. "Luna...I didn't hear you come out," he said softly, hearing his voice shake as badly as his body was, refraining from speaking any further, trying to quietly take a few deeps breaths to calm himself down.

Luna, however, who obviously did not buy his poor attempt to pretend nothing was wrong, gave him a soft, concerned look. "It still troubles you, doesn't it?" she asked, nodding to the scar on his left side.

Starfall sighed, ignored her new speech. Ever since that fateful night during the Coronation Ball, Luna seemed to have taken a few of Starfall's lessons to heart. She had worked on dropping the way she often spoke of herself in plural, and had also worked to eliminate the more old-fashioned and archaic words she had so often used. She would still use a more formal and old-fashion grammar structure most of the time, but her modern speech had improved vastly, and despite her constant assurances in the past that she preferred her old methods, she seemed to be taking to it quite well. Both her and Starfall were used to it, now, and it was not something that made Starfall curious any more.

But all the same, her words made him grimace slightly. The one disadvantage of being so close to the Princess of the Night...he could never hide anything from her. He had not given in to the urge to cry over his lost wing for almost a week, now. To have Luna catch him during his one moment of complete weakness stung, knowing that she must think he was losing himself to bouts of tears every time he was alone and had some privacy.

But Starfall never answered her, Luna not needing his words to know the answer to her previous question. "Starfall...I know I have said this before, but...we can pull through this...together," she said softly, gently touching his shoulder, trying to get him to turn around, Starfall complying reluctantly, letting her look into his watery eyes. "I cannot even begin to imagine what you are going through, Starfall. I wish I could share even a little of your pain, just to help ease the burden."

Her words, even if she had spoken them before, still surprised Starfall. Despite everything, she cared for and loved him deeply enough that, were it within her abilities, she would shoulder some of his pain, just to give him even a hint of relief from the crushing despair and depression he was suffering. It was touching, but at the same time, Starfall conscience would not allow it, even if she could do it. "I could not do that to you, Luna..." he replied softly, his voice still shaking a little, full of soft concern for the Princess in front of him, even behind the aching hurt that dominated it.

Luna gave him another soft, if slightly strained smile, the partially forced expression showing his pain was causing her some, as well. "I know, Starfall. Your nobility is commendable, and one of the reasons I love you, so I would never ask you to change. But...maybe tonight, you would allow me to try and give you something that might lift your spirits somewhat?" she asked, making Starfall look up at her.

This was obviously what Luna had asked him to stay him behind for tonight. This was what she had been planning...but what exactly was that. Despite his current dejection, Starfall was naturally curious, interested to know what gesture she wanted to show, even if he thought it would be a futile effort. "What did you have in mind?" he asked softly, pulling himself away from the railing to look at her more directly.

Princess Luna just gave him a mysterious smile, shaking her head softly. "It is a surprise, Starfall. But I have everything prepared for us. All I ask of you know is to trust me. Do you trust me, Starfall?" she asked, lowering her head to look directly into his eyes, giving him a piercing, but kind, caring look.

For once, Starfall did not hesitate. Most ponies would struggle to give an honest answer if the Princess of the Night posed such a question. Despite Starfall's efforts at the awards, many ponies were still wary of Luna, the legend of Nightmare Moon still too firmly ingrained in their minds. Proving to them the purity of Luna's heart was going to be a long, slow process.

But Starfall was not most ponies. He was probably only second to Princesses Celestia and Cadance in terms of how well he knew her, and as her coltfriend, her question only ever had one answer, one Starfall gave his no hesitation, and total sincerity. "I trust you, Luna. I trust you more than any other pony I know," he said. Were it not for his fragile emotional state, the moment might have drawn a smile out of him. As it was, there was a slight lifting of his expression, the anguish fading ever so slightly from his eyes.

Princess Luna smiled right back at him. "Then trust me, tonight, and let me do this for you. Let me share something with you," she said softly, before turning around, looking back inside her quarters, her horn flaring to life as she used some sort of magic on something inside, Starfall looking around her to try and see what she was doing.

Starfall saw a radio Luna had in her room was glowing, as she turned it on and fiddled with it, Starfall wondering what she was up to as the glow faded, the radio now on and running, though so far Starfall could not hear anything. A few seconds later, however, he heard a slow, swaying piano theme start up...one he was familiar with.

Stunned, Starfall turned to face her, noticing she had once more turned to face out, looking out to the night sky, folding her legs underneath her as she smiled at him. "I...Luna, is this...?" he started to ask, only to paused as Luna gently shushed him with a hoof gesture.

Luna gave him a small nod, before gesturing to her back with a hoof. "Climb on, Starfall..." she said, making Starfall blink at her. What could she possibly be up to?

"Luna, what are you doing?" he asked softly, approaching her slowly, Luna gesturing to her back once more. Starfall hesitated a moment longer, before reminding himself that he had said he trusted her, and knew he had not lied.

Feeling incredibly awkward, knowing this was physically as close as they had ever been, he placed himself between her wings, resting on her back as he wrapped his forehooves around her neck softly in an awkward sort of hug, gripping a little tighter as Luna stood up, looking over her shoulder at him. "Hold on to me, Starfall...do not let go," she said softly, half as a warning, half as a tender request.

Starfall knew she was copying his words from when he had been on the verge of death deliberately, and did as he was told. "Luna, what are you...whoa!" he cried, caught off-guard as the Princess spread her wings, before suddenly leaping off the balcony, her horn flaring to life once more, Starfall's ears filled with the music from the radio in Luna's room, the Princess clearly channelling the sound directly to his ears as she levelled off, taking them out over the lights of Canterlot, the song Starfall knew so well filling his ears.

_You light...the skies,  
><em>_Up above me.  
><em>_A star...so bright...  
><em>_You blind me, yeah..._

It actually took Starfall a few moments to realise what was actually happening, as he looked over Luna's shoulder, down at the city sweeping by below them. Luna was taking him on a flight! She had obviously planned this, knowing how much it was hurting him that he could not soar through the night sky any more, and so sought to give him this moment.

Luna seemed to realise he was catching on, speaking over the music in their ears, and the rushing wind. "Tonight, let me be your wings. I know how much you miss this, Starfall...let me do this for you," she said, her voice dripping with a tender care that made Starfall want to cry all over again, but for entirely different reasons.

_Don't close...your eyes,  
><em>_Don't fade away, don't fade away,  
><em>_Ohhhh!_

For a brief moment, all Starfall could do was take in the sensations he had not felt for so long. The wind rushing into his face, softly brushing through his fur and whipping his mane and tail about. The smell of the fresh air being pushed into his nose as they sailed out, high above the city. The glorious feeling of freedom and weightlessness as Luna took them into a gentle glide, circling lazily above Canterlot's highest spires, the sight of the city spinning lazily below him, the beautiful colours of the night blending with the majesty of the city and surrounding lands to create a vista Starfall wished he had come up here to see sooner.

_Yeah, you and me,  
><em>_We can ride on a star!  
><em>_If you stay with me, girl,  
><em>_We can Rule the World!_

For a moment, Luna pulled the both of them into a hover, high above Canterlot, Starfall loosening his grip on her neck slightly so he raise his head, looking around them. It might not be by his own effort, but right now, Starfall could not care less...he was flying again! He was soaring high above Canterlot, on the back of the Princess of the Night, his love, enjoying what, to him, was probably one of the most romantic things he could think of; a midnight flight, in Luna's comforting embrace.

_Yeah, you and me,  
><em>_We can light up the sky,  
><em>_If you stay by my side,  
><em>_We Can Rule the World!_

"Luna, I..." Starfall tried to say something, anything, to convey to Luna the significance of what she was doing, but the smile she gave him from over her shoulder silenced him. She knew exactly what she doing, and what this meant to him.

"I know, Starfall," she said softly. "You, of all ponies, deserve this. I cannot give you back your wing...but I can give you this," she added, ending her hover as she started a lazy, gliding dive back towards Canterlot, Starfall adjusting his grip on her neck, securing himself once more, taking another few seconds to simply bask in the glorious sensations...feelings he thought he had lost for the rest of his life.

_If walls, break down,  
><em>_I will comfort you,  
><em>_If angels cry,  
><em>_oh, I'll be there,  
><em>_For you..._

"Starfall...spread your wing," Luna called, snapping Starfall out of his trance. "Free yourself...feel the wind in your feathers again." Her request was accompanied by her turning their lazy glide into a slow, but moderately steep dive, clearly trying to entice Starfall. "You're flying, Starfall...you just have to feel it. Let yourself go, Starfall...fly!"

Starfall, encouraged by the euphoric feeling already coursing through his veins, and Luna's encouraging calls, looked at his right wing, hesitating a moment, before slowly spreading it out, extending it until it was stretched taut beside him.

_You saved, my soul,  
><em>_Don't leave me now, don't leave me now,  
><em>_Ohhhh!_

Starfall's eyes went wide as the sensations rushed through his body. The wind in his wing, tickling the neglected feathers, was a feeling he had missed so much, it was actually slightly overwhelming to feel it once again. He could feel the lift his wing was providing, dimly aware of Luna compensating for his, tucking in her own right wing slightly.

It took several seconds for Starfall to comprehend it...he was flying! Luna might be doing most of the work, but right now, they were working together, his right wing playing its own part in keeping them both in the air. He was actually flying, something he though he would never do again!

_Yeah, you and me,  
><em>_We can ride on a star!  
><em>_If you stay with me, girl,  
><em>_We can Rule the World!_

Starfall became aware of a smile starting to creep onto his face, and made no attempt to stop it or hide it, as they continued to dive together, all the various sensations combining to make Starfall, for the first time in so, so long, feel on top of the world. He gave a small, joyous cry, unable to help leaning slightly to the right, Luna following his example after a brief moment, Starfall's smile turning into a full-blown grin as he felt them turn lazily to the right, flying together, working as the couple they were.

_You you and me,  
><em>_We can light up the sky,  
><em>_If you stay by my side,  
><em>_We Can Rule the World!_

The romantic song in his ears...the joyous sensation of flight, something he thought was long gone...and the mare he was currently draped over, doing all this for him, because she wanted him to be happy again. It was almost too much for Starfall to take, as their midnight flight came to a close, Starfall folding his wing as Luna took over once more, angling back for Canterlot Castle, gliding back to her balcony, seeming rather reluctant to end the moment herself.

But as she settled her hooves back on the ground, Starfall clambered off her slowly, feeling tears once more welling up in his eyes at the significance of what had just happened. Luna had just given him everything he had been missing. She had, if only for a few brief minutes, given him his missing wing back, and joined him on a midnight ride through the stars he loved almost as much as he loved her.

He could not help himself, the tears slipping down his face as he stood, still basking in the sensations he had just experienced...ones he had taken for granted his entire life, but now felt so precious, so special. The fact that it was Luna who had given him the chance to feel all this once again just made the memory all the more precious to him.

_All the stars are coming out tonight,  
><em>_They're lighting up the sky tonight,  
><em>_For you...For you..._

A hoof on his chin made Starfall look up, his bleary, tear-filled gaze meeting Luna's, who looked concerned, clearly worried and misinterpreting the meaning of his crying. "Starfall, why are you still crying?" she asked, sounding incredibly guilty. "I'm so sorry, Starfall...I thought showing you this would help you feel better, would remind you of..."

Now it was Starfall's turn to interrupt Luna without words, giving a faint, shaky cry as he jumped at the Princess, wrapping his forehooves around her and hugging her tightly, crying softly into her shoulder, speaking up even through it. "Luna, that was...words cannot describe how beautiful that was. I'm crying because that was so wonderful, so overwhelming...I..."

He took a moment to compose himself, sniffling softly, before pulling his head away from Luna's shoulder, never breaking the hug as he looked up in her eyes, his own blue orbs filled with the joy and happiness he never thought he would ever feel again. In the wake of those precious moment with Luna, his missing wing suddenly seemed so much less important than before. His wing was gone...but not his flight, not his freedom. As long as he had Luna, he would always be able to fly...and he had no intention of ever letting Luna go.

"Luna..." he said softly, his tone so full of tender adoration that even Luna seemed taken aback. "You just gave me something I never though I could ever have. I know now, that it was never really my missing wing that was hurting me the most...it was the knowledge that I would never fly again, that no matter what, I would be grounded forever. You just took my worst nightmare, and banished it. You showed me how to fly again, reminded me of something I had been missing so terribly."

He leaned forward, nuzzling Luna's neck softly, the gesture full of love and affection. He knew Luna could be a bit awkward with displays of affection, but right now, he needed to do this...he needed to show her how much this meant to him. "You have given me the greatest gift anypony could ever have given me, simply because you wanted to, Luna. I...just don't know what to say..."

Luna was slightly surprised by his sudden showing of affection, but did not seem to worried by it, never retreating away, if anything just hugging him back, and holding him even closer. "Starfall..." she replied softly, his gaze once more moving up to meet hers. "I know we are both fairly new to this relationship, but I know, in my heart, that I love you. I could not care for the opinions of any other pony, Starfall. I love you, and seeing you so troubled and anguished was more painful than I can describe. I did not do this for any reward, Starfall...your love, and your smile, is all the reward I could ever ask for."

Starfall gave another watery smile at Luna's words, threatening to burst into tears yet again as he was reminded of the depth of Luna's feelings for him. She may struggle to display her love physically, but she always seemed to know the perfect words to move Starfall's heart. "Well, you have both of those now, Luna," he replied softly, resting his head under her chin for a brief moment, just taking the chance to feel the warmth of her fur, feel the rhythm of her heartbeat. "I love you, Luna...so much more than I can express..."

His words seemed to stir something inside Luna, as Starfall felt her shuffle slightly. Curious, he pulled his head away from her chest, looking up at her eyes once more, seeing her looking down at him, her eyes soft, but conflicted, teeth chewing faintly at her bottom lip, clearly debating something.

"Luna...?" he asked, about to enquire about what was troubling her. Once again, however, a hoof placed on his lips silenced him, Luna seeming to come to a decision. She looked down at him, her whole expression full of so much tender care and love, before she lowered her head towards his own, her eyes closing.

Starfall only figured out her intention a second before it happened. There was no time to think about it, to understand the magnitude of what was happening. Starfall did the only thing he could reasonably do in this situation. He raised his own lips to meets hers, his own eyes closing.

It was only when their lips actually met that Starfall was able to comprehend the significance of what was happening. Part of him wanted over-analyse it, determine every possible meaning of Luna's action and the implications it presented.

But he resisted...there was no reason to think about it. He simply maintained his gentle hug, holding Luna a little closer as they shared their first kiss, on her castle balcony, witnessed only by the moon, the stars, and the midnight sky above them. Only one thought really gained any coherence in Starfall's mind: His wing, and all his troubles...none of them mattered any more. This moment, right here, right now, as he kissed the pony he loved with all his heart...this moment was absolutely perfect.

* * *

><p><em><strong>Author's Notes:<strong> Well...that's it. It's over. Magic in the Stars is finally finished. It has been a long, hard journey to get here...and it's a really weird feeling to know that my biggest writing project to this day is finally over. But, it's been a wonderful journey, and to my readers, reviewer, and everyone else who has favourited and alerted this story, this is last time for this story that I say thank you. From the bottom of my heart, thank you all for taking the time to look at this story, for making this journey so, so worthwhile. It has been the feedback so many of you have left behind that has driven me onward, keeping me writing, even my inspiration failed, and I was in danger of abandoning this story altogether._

_And while I'm at it, it's time for a series of massive shout-outs to various people who have helped me as I've worked to bring this story to you:_

_-"DiamondGirl400", my beta-reader for much of the first half of the story, who was kind enough to come back just in time to beta the story's end. Without her efforts, my characterisation of Princess Luna would not have been even half as good as it turned out to be, especially regarding her archaic speech patterns. Nothing I say can express enough thanks for all of the help she has provided! The "Meteor Storm" OC who is very, very briefly mentioned as the singer of the 'Rule The World' is also of her design, even if he is only mentioned by name._

_-"Zorayda", another friend of mine, who wrote the lyrics to Pinkie Pie's welcome song to Starfall, and also helped in various other small ways, including providing some inspiration for the way Chapter 50 played out. Again, no amount of thanks to express the debt I owe her for her help she gave._

_-"SilentPony", one of my many reviewers, way back in Chapter 8 or 9, actually provided the inspiration that brought about the design for Star Hunter, Starfall's unpleasant brother. Star Hunter is actually the fanon name for a pegasus stallion was is scene in a couple of scenes in the episode "Hurricane Fluttershy", and is the same Star Hunter I have used in his story. I did not design any of his physical traits, merely took a background pony and gave him some back-story and significant in the plot. But once again, thanks must go to SilentPony for inspiring this._

_-"Mauritaly", who has provided four pieces of absolutely stunning fan-art for this fan-fiction, one of which I presently use as the desktop background for my computer. When I first saw the first piece he had done, I was absolutely stunned beyond anything. No-one has EVER done anything like that for anything I have made before, and it's a wonderful feeling to know that my story has inspired the creativity of others!_

_-Lastly, while I don't want to play favourites with my reviewers, I must make shout-outs to both "VirusChris" and "PepperjackPegasus"...both of you have made fantastic reviews chapter after chapter, that never fail to keep me going even when my inspiration is threatening to go on strike and leave me dead in the water. To the both of you, and ALL of my other reviewers, thank you so, so much!_

_An honourable mention must also go to "The One Who Reads Too Much", who pointed out something last chapter that's been bugging me ever since...namely, the fact that I did not write the actual scene when Starfall's in hospital, and he and Luna work out their feelings for each other together. I must admit, that scene would be incredibly difficult to write, mostly due to two things. One; such a scene would cover a lot of territory that has already been looked at in detail, and would probably feel rather repetitive. Two; Starfall has only lost his wing a day or two before that scene would take place. His emotional state would be just about in pieces, making it extremely difficult to write his take on things. Since I have never lost a limb, and don't personally know anyone who has, I have no idea how to work on the mental state of someone who's just recently been given the news._

_Nevertheless, that review has stuck with me, so perhaps, in the future, I will write an expansion...a "Chapter 51.5" of sorts, and put it in the story at a later date when I work out what I want to do with it. So anyone who is interested in seeing that chapter, do not take this story off your Alerts list just yet, there may be some future content coming!_

_Speaking of which, I have been paying attention to all the reviewers who are begging me to write a sequel. Truth be told, Magic in the Stars was never meant to have a sequel...but ideas have been floating around in my head lately, and some are starting to take shape. Right now, though, I think I really, really need a break from writing, so do not expect anything for the next few months from me...expect perhaps a couple of one-shots set in the Magic world...little side-stories I've had in my head for a little bit, that I may put down and post to pass the time._

_For now, however, this is the end of the road. Magic in the Stars has reached it's conclusion, and I hope everyone who has read this all the way to the end is satisfied with the ending I have made for this story. It has certainly been a long, emotional, and in the end enjoyable journey for me, and I hope you readers all feel the same! Once again, I must give one last, final thank-you to all who have read, reviewed, favourited, and alerted this story. The amount of attention and feedback this story has been showered with is at a level I still struggle to comprehend._

_For now, my dear readers, I will say goodbye...this is the end of the story, but not the end of the adventure...and possibly not the end for Starfall and Princess Luna's tale. Thank you all again, and may Luna watch over your night!_


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